N-CSR 1 CSTAnnual12.31.19.htm Untitled Document

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 811-23121

Clayton Street Trust
(Exact name of registrant as specified in charter)


151 Detroit Street, Denver, Colorado 80206
(Address of principal executive offices) (Zip code)


Kathryn L. Santoro, 151 Detroit Street, Denver, Colorado 80206
(Name and address of agent for service)

Registrant's telephone number, including area code: 303-333-3863

Date of fiscal year end: 12/31


Date of reporting period: 12/31/19


Item 1 - Reports to Shareholders


    
   
  

ANNUAL REPORT

December 31, 2019

  
 

Protective Life Dynamic Allocation Series - Conservative Portfolio

  
 

Clayton Street Trust

  

 

   
  

HIGHLIGHTS

· Portfolio management perspective

· Investment strategy behind your portfolio

· Portfolio performance, characteristics
and holdings


Table of Contents

Protective Life Dynamic Allocation Series - Conservative Portfolio

  

Management Commentary and Schedule of Investments

1

Notes to Schedule of Investments and Other Information

6

Statement of Assets and Liabilities

7

Statement of Operations

8

Statements of Changes in Net Assets

9

Financial Highlights

10

Notes to Financial Statements

11

Report of Independent Registered Public Accounting Firm

19

Additional Information

20

Useful Information About Your Portfolio Report

21

Designation Requirements

24

Trustees and Officers

25


Protective Life Dynamic Allocation Series - Conservative Portfolio (unaudited)

      

PORTFOLIO SNAPSHOT

This global asset allocation portfolio can help investors remove the emotion from investing by following

a rules-based asset allocation process. The Portfolio looks to shift equity allocations to and from short-term investments weekly based on defined market signals, with a goal to grow assets over time while mitigating downside risk.

   

Benjamin Wang

co-portfolio manager

Scott M. Weiner

co-portfolio manager

   

PERFORMANCE OVERVIEW

Protective Life Dynamic Allocation Series – Conservative Portfolio returned 9.97% for the 12-month period ending December 31, 2019. This compares with a return of 26.60% for its primary benchmark, the MSCI All Country World IndexSM, and 17.62% for its secondary benchmark, the Protective Life Conservative Allocation Index, which is our internally calculated blended benchmark of 50% MSCI All Country World Index and 50% Bloomberg Barclays U.S. Aggregate Bond Index.

MARKET ENVIRONMENT

Global financial markets rallied during the 12-month period. Falling bond yields – most notably among U.S. Treasuries – drove early bond gains as markets reacted positively to the Federal Reserve’s (Fed) pivot back toward more accommodative policy. Riskier assets such as equities and corporate credits rallied, too, with investors interpreting the Fed’s move as being conducive for growth. The Fed’s action, however, was driven by souring global growth forecasts on the back of heightened trade tensions. In fact, the U.S. Treasuries curve experienced a period when yields on shorter-dated maturities exceeded those of longer-dated bonds, an occurrence that many interpret as a sign of looming recession. For much of the year, U.S. stocks outperformed their global peers as the country was perceived to have better growth prospects. As markets entered the autumn, growing anticipation that the U.S. and China would reach a favorable agreement in their trade impasse allowed the rally in riskier assets to accelerate. This benefited stocks – with many U.S. benchmarks establishing record highs – and corporate credits, especially high-yield issuers. In contrast, better growth prospects caused the Treasuries yield curve to steepen over the final months of the year, which resulted in sovereign debt giving back some of their early-year gains.

PERFORMANCE DISCUSSION

Underperformance was largely the consequence of the strategy being underweight equities during the period’s opening months. As a consequence of late-2018 market volatility, the Portfolio, by design, reduced its exposure to equities. Reallocation between asset classes occurs in an incremental manner in order to monitor weekly market moves and adjust position sizes accordingly. After having reduced our exposure to equities, the markets quickly rallied and the incremental reallocation back into stocks meant the Portfolio did not fully capture the upside move. For the year, on a specific contribution basis, the Portfolio’s allocation to small-cap U.S. equities weighed most on results, with exposure to Asia ex Japan equities also detracting. The former was indicative of the recent trend of smaller-cap stocks lagging larger-caps, especially technology-focused, mega-cap names. Asian shares were likely held back due to their direct linkages with China’s supply chain and the general outperformance by large-cap U.S. stocks in recent quarters. Contributing to performance was the Portfolio’s allocation to core U.S. bonds and large-cap U.S. stocks.

Thank you for investing in Protective Life Dynamic Allocation Series – Conservative Portfolio.

      

Asset Allocation - (% of Net Assets)

Investment Companies

 

100.0%

Other

 

(0.0)%

  

100.0%

  

Clayton Street Trust

1


Protective Life Dynamic Allocation Series - Conservative Portfolio (unaudited)

Performance

 

See important disclosures on the next page.

         
        
     

 

  

Average Annual Total Return - for the periods ended December 31, 2019

 

 

Expense Ratios

 

 

One
Year

Since
Inception*

 

 

Total Annual Fund
Operating Expenses

Net Annual Fund
Operating Expenses

Protective Life Dynamic Allocation Series - Conservative Portfolio

 

9.97%

6.04%

 

 

1.35%

0.90%

MSCI All Country World Index

 

26.60%

12.58%

 

 

 

 

Protective Life Conservative Allocation Index

 

17.62%

7.86%

 

 

 

 

Morningstar Quartile - Class S Shares

 

4th

4th

 

 

 

 

Morningstar Ranking - based on total returns for Insurance Allocation--30% to 50% Equity Funds

 

174/176

138/170

 

 

 

 

Returns quoted are past performance and do not guarantee future results; current performance may be lower or higher. Investment returns and principal value will vary; there may be a gain or loss when shares are sold. For the most recent month-end performance call 800.456.6330.

Net expense ratios reflect expense waivers, if any, contractually agreed to through May 1, 2020.

 
 

Investing involves risk and it is possible to lose money by investing. Investment return and value will fluctuate in response to issuer, political, market and economic developments, which can affect a single issuer, issuers within an industry, economic sector or geographic region, or the market as a whole. Please see the prospectus for more information about risks, holdings and other details.

Performance of the Dynamic Allocation Series Portfolios depends on that of the underlying funds. They are subject to risk with respect to the aggregation of holdings of underlying funds which may result in increased volatility as a result of indirectly having concentrated assets in a particular industry, geographical sector, or single company.

No assurance can be given that the investment strategy will be successful under all or any market conditions. Janus Capital Management has limited prior experience using the proprietary methodology co-developed by Janus Capital Management and Protective Life Insurance Company. Although it is designed to achieve the Portfolios’ investment objectives, there is no guarantee that it will achieve the desired results. Because Janus Capital Management is the adviser to the Portfolios and to certain affiliated funds that may be held within the Portfolios, it is subject to certain potential conflicts of interest.

Returns do not reflect the deduction of fees, charges or expenses of any insurance product or qualified plan. If applied, returns would have been lower.

  

2

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio (unaudited)

Performance

Returns include reinvestment of all dividends and distributions and do not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or redemptions of Portfolio shares. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.

Expenses waived or reimbursed during the first three years of operation may be recovered within three years of such waiver or reimbursement amount, if the expense ratio falls below certain limits.

When an expense waiver is in effect, it may have a material effect on the total return, and therefore the ranking for the period.

© 2019 Morningstar, Inc. All Rights Reserved.

There is no assurance that the investment process will consistently lead to successful investing.

See Notes to Schedule of Investments and Other Information for index definitions.

Index performance does not reflect the expenses of managing a portfolio as an index is unmanaged and not available for direct investment.

See “Useful Information About Your Portfolio Report.”

*The Portfolio’s inception date – April 7, 2016

‡ As stated in the prospectus. See Financial Highlights for actual expense ratios during the reporting period.

  

Clayton Street Trust

3


Protective Life Dynamic Allocation Series - Conservative Portfolio (unaudited)

Expense Examples

As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees; 12b-1 distribution and shareholder servicing fees; transfer agent fees and expenses payable pursuant to the Transfer Agency Agreement; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The example is based upon an investment of $1,000 invested at the beginning of the period and held for the six-months indicated, unless noted otherwise in the table and footnotes below.

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The information in the table under the heading “Hypothetical (5% return before expenses)” provides information about hypothetical account values and hypothetical expenses based upon the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’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 Portfolio 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. Additionally, for an analysis of the fees associated with an investment in the Portfolio or other similar funds, please visit www.finra.org/fundanalyzer.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as any charges at the separate account level or contract level. These fees are fully described in the Portfolio’s prospectus. Therefore, the hypothetical examples are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

           
         
   

Actual

 

Hypothetical
(5% return before expenses)

 

 

Beginning
Account
Value
(7/1/19)

Ending
Account
Value
(12/31/19)

Expenses
Paid During
Period
(7/1/19 - 12/31/19)†

 

Beginning
Account
Value
(7/1/19)

Ending
Account
Value
(12/31/19)

Expenses
Paid During
Period
(7/1/19 - 12/31/19)†

Net Annualized
Expense Ratio
(7/1/19 - 12/31/19)

 

$1,000.00

$1,049.30

$4.08

 

$1,000.00

$1,021.22

$4.02

0.79%

Expenses Paid During Period is equal to the Net Annualized Expense Ratio multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Expenses in the examples include the effect of applicable fee waivers and/or expense reimbursements, if any. Had such waivers and/or reimbursements not been in effect, your expenses would have been higher. Please refer to the Notes to Financial Statements or the Portfolio’s prospectus for more information regarding waivers and/or reimbursements.

  

4

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Schedule of Investments

December 31, 2019

        


Shares

  

Value

 

Investment Companies – 100.0%

   

Exchange-Traded Funds (ETFs) – 100.0%

   
 

Franklin FTSE Asia ex Japan

 

13,482

  

$304,765

 
 

Franklin FTSE United Kingdom

 

19,661

  

498,701

 
 

Invesco QQQ Trust Series 1

 

12,013

  

2,554,084

 
 

iShares Core S&P 500

 

20,416

  

6,599,268

 
 

iShares Core U.S. Aggregate Bond

 

133,057

  

14,951,615

 
 

iShares MSCI All Country Asia ex Japan

 

7,076

  

520,086

 
 

iShares MSCI Japan

 

13,321

  

789,136

 
 

iShares MSCI United Kingdom

 

32,590

  

1,111,319

 
 

iShares Russell 2000

 

14,895

  

2,467,654

 
 

Janus Henderson Short Duration Income£

 

10

  

496

 
 

SPDR EURO STOXX 50

 

40,210

  

1,640,166

 

Total Investments (total cost $28,909,088) – 100.0%

 

31,437,290

 

Liabilities, net of Cash, Receivables and Other Assets – (0)%

 

(4,409)

 

Net Assets – 100%

 

$31,432,881

 

Schedules of Affiliated Investments – (% of Net Assets)

           
 

Dividend

Income(1)

Realized

Gain/(Loss)(1)

Change in

Unrealized

Appreciation/

Depreciation(1)

Value

at 12/31/19

Investment Companies - 0.0%

Exchange-Traded Funds (ETFs) - 0.0%

 

Janus Henderson Short Duration Income

$

46,999

$

45,131

$

(4)

$

496

Investments Purchased with Cash Collateral from Securities Lending - N/A

Investment Companies - N/A

 

Janus Henderson Cash Collateral Fund LLC, 1.4338%ºº

 

3,008

 

-

 

-

 

-

Total Affiliated Investments - 0.0%

$

50,007

$

45,131

$

(4)

$

496

(1) For securities that were affiliated for a portion of the year ended December 31, 2019, this column reflects amounts for the entire year ended December 31, 2019 and not just the period in which the security was affiliated.

           
 

Share

Balance

at 12/31/18

Purchases

Sales

Share

Balance

at 12/31/19

Investment Companies - 0.0%

Exchange-Traded Funds (ETFs) - 0.0%

 

Janus Henderson Short Duration Income

 

-

 

379,748

 

(379,738)

 

10

Investments Purchased with Cash Collateral from Securities Lending - N/A

Investment Companies - N/A

 

Janus Henderson Cash Collateral Fund LLC, 1.4338%ºº

 

-

 

27,314,592

 

(27,314,592)

 

-

  

See Notes to Schedule of Investments and Other Information and Notes to Financial Statements.

 

Clayton Street Trust

5


Protective Life Dynamic Allocation Series - Conservative Portfolio

Notes to Schedule of Investments and Other Information

  

MSCI All Country World IndexSM

MSCI All Country World IndexSM reflects the equity market performance of global developed and emerging markets.

Protective Life Conservative

Allocation Index

Protective Life Conservative Allocation Index is an internally-calculated, hypothetical combination of total returns from the MSCI All Country World IndexSM (50%) and the Bloomberg Barclays U.S. Aggregate Bond Index (50%).

  

SPDR

Standard & Poor's Depositary Receipt

  

ºº

Rate shown is the 7-day yield as of December 31, 2019.

£

The Portfolio may invest in certain securities that are considered affiliated companies. As defined by the Investment Company Act of 1940, as amended, an affiliated company is one in which the Portfolio owns 5% or more of the outstanding voting securities, or a company which is under common ownership or control.

  

Net of income paid to the securities lending agent and rebates paid to the borrowing counterparties.

             

The following is a summary of the inputs that were used to value the Portfolio’s investments in securities and other financial instruments as of December 31, 2019. See Notes to Financial Statements for more information.

 

Valuation Inputs Summary

       
    

Level 2 -

 

Level 3 -

  

Level 1 -

 

Other Significant

 

Significant

  

Quoted Prices

 

Observable Inputs

 

Unobservable Inputs

       

Assets

      

Investments In Securities:

      

Investment Companies

$

31,437,290

$

-

$

-

       
  

6

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Statement of Assets and Liabilities

December 31, 2019

       

 

 

 

 

 

 

 

Assets:

    
 

Unaffiliated investments, at value(1)

 

$

31,436,794

 
 

Affiliated investments, at value(2)

  

496

 
 

Cash

  

29,523

 
 

Receivables:

    
  

Investments sold

  

30,617

 
  

Due from adviser

  

14,862

 
 

Other assets

  

1,040

 

Total Assets

 

 

31,513,332

 

Liabilities:

    
 

Payables:

  

 
  

Professional fees

  

34,568

 
  

Non-affiliated portfolio administration fees payable

  

12,731

 
  

Advisory fees

  

11,029

 
  

12b-1 Distribution and shareholder servicing fees

  

6,893

 
  

Transfer agent fees and expenses

  

2,893

 
  

Investments purchased

  

2,568

 
  

Portfolio shares repurchased

  

2,429

 
  

Custodian fees

  

2,008

 
  

Affiliated portfolio administration fees payable

  

1,735

 
  

Non-interested Trustees' fees and expenses

  

375

 
  

Accrued expenses and other payables

  

3,222

 

Total Liabilities

 

 

80,451

 

Net Assets

 

$

31,432,881

 

Net Assets Consist of:

    
 

Capital (par value and paid-in surplus)

 

$

29,092,761

 
 

Total distributable earnings (loss)

  

2,340,120

 

Total Net Assets

 

$

31,432,881

 

Net Assets

 

$

31,432,881

 
 

Shares Outstanding, $0.01 Par Value (unlimited shares authorized)

  

2,680,770

 

Net Asset Value Per Share

 

$

11.73

 

 

(1) Includes cost of $28,908,588.

(2) Includes cost of $500.

  

See Notes to Financial Statements.

 

Clayton Street Trust

7


Protective Life Dynamic Allocation Series - Conservative Portfolio

Statement of Operations

For the year ended December 31, 2019

      

 

 

 

 

 

 

Investment Income:

   

 

Dividends

$

703,575

 
 

Dividends from affiliates

 

46,999

 
 

Interest

 

39,456

 
 

Affiliated securities lending income, net

 

3,008

 

Total Investment Income

 

793,038

 

Expenses:

   
 

Advisory fees

 

119,958

 
 

12b-1 Distribution and shareholder servicing fees

 

74,973

 
 

Transfer agent administrative fees and expenses

 

29,989

 
 

Other transfer agent fees and expenses

 

1,899

 
 

Professional fees

 

55,181

 
 

Non-affiliated portfolio administration fees

 

40,859

 
 

Shareholder reports expense

 

17,909

 
 

Affiliated portfolio administration fees

 

12,005

 
 

Non-interested Trustees’ fees and expenses

 

9,757

 
 

Custodian fees

 

4,998

 
 

Other expenses

 

13,081

 

Total Expenses

 

380,609

 

Less: Excess Expense Reimbursement and Waivers

 

(142,742)

 

Net Expenses

 

237,867

 

Net Investment Income/(Loss)

 

555,171

 

Net Realized Gain/(Loss) on Investments:

   
 

Investments

 

(314,073)

 
 

Investments in affiliates

 

45,131

 

Total Net Realized Gain/(Loss) on Investments

 

(268,942)

 

Change in Unrealized Net Appreciation/Depreciation:

   
 

Investments

 

2,583,988

 
 

Investments in affiliates

 

(4)

 

Total Change in Unrealized Net Appreciation/Depreciation

 

2,583,984

 

Net Increase/(Decrease) in Net Assets Resulting from Operations

$

2,870,213

 

      
 
 
  

See Notes to Financial Statements.

 

8

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Statements of Changes in Net Assets

         
         

 

 

 

Year ended
December 31, 2019

 

Year ended
December 31, 2018

 
         

Operations:

      
 

Net investment income/(loss)

$

555,171

 

$

376,106

 
 

Net realized gain/(loss) on investments

 

(268,942)

  

513,728

 
 

Change in unrealized net appreciation/depreciation

 

2,583,984

  

(1,467,144)

 

Net Increase/(Decrease) in Net Assets Resulting from Operations

 

2,870,213

 

 

(577,310)

 

Dividends and Distributions to Shareholders

      
 

Dividends and Distributions to Shareholders

 

(1,012,114)

  

(369,695)

 

Net Decrease from Dividends and Distributions to Shareholders

 

(1,012,114)

 

 

(369,695)

 

Capital Shares Transactions

 

1,588,351

  

9,804,762

 

Net Increase/(Decrease) in Net Assets

 

3,446,450

 

 

8,857,757

 

Net Assets:

      
 

Beginning of period

 

27,986,431

  

19,128,674

 

 

End of period

$

31,432,881

 

$

27,986,431

 
         
 
 
  

See Notes to Financial Statements.

 

Clayton Street Trust

9


Protective Life Dynamic Allocation Series - Conservative Portfolio

Financial Highlights

                
                

For a share outstanding during the year or period ended December 31

 

2019

 

 

2018

 

 

2017

 

 

2016(1)

 

 

Net Asset Value, Beginning of Period

 

$11.04

 

 

$11.42

 

 

$10.28

 

 

$10.00

 

 

Income/(Loss) from Investment Operations:

            
  

Net investment income/(loss)(2)

 

0.21

  

0.17

  

0.16

  

0.12

 
  

Net realized and unrealized gain/(loss)

 

0.87

  

(0.40)

  

1.11

  

0.16

 
 

Total from Investment Operations

 

1.08

 

 

(0.23)

 

 

1.27

 

 

0.28

 

 

Less Dividends and Distributions:

            
  

Dividends (from net investment income)

 

(0.18)

  

(0.14)

  

(0.13)

  

 
  

Distributions (from capital gains)

 

(0.21)

  

(0.01)

  

  

 
 

Total Dividends and Distributions

 

(0.39)

 

 

(0.15)

 

 

(0.13)

 

 

 

 

Net Asset Value, End of Period

 

$11.73

  

$11.04

  

$11.42

  

$10.28

 
 

Total Return*

 

9.97%

 

 

(1.99)%

 

 

12.37%

 

 

2.80%

 

 

Net Assets, End of Period (in thousands)

 

$31,433

  

$27,986

  

$19,129

  

$8,566

 
 

Average Net Assets for the Period (in thousands)

 

$29,980

  

$25,401

  

$13,847

  

$4,740

 
 

Ratios to Average Net Assets**:

 

 

 

 

 

 

 

 

 

 

 

 

  

Ratio of Gross Expenses(3)

 

1.27%

  

1.24%

  

1.54%

  

4.55%

 
  

Ratio of Net Expenses (After Waivers and Expense Offsets)(3)

 

0.79%

  

0.79%

  

0.76%

  

0.79%

 
  

Ratio of Net Investment Income/(Loss)(3)

 

1.85%

  

1.48%

  

1.49%

  

1.67%

 
 

Portfolio Turnover Rate

 

135%

  

73%

  

13%

  

73%

 
                
 

* Total return includes adjustments in accordance with generally accepted accounting principles required at the year or period end and are not annualized for periods of less than one full year. Total return does not include fees, charges, or expenses imposed by the variable annuity contracts for which Clayton Street Trust serves as an underlying investment vehicle.

** Annualized for periods of less than one full year.

(1) Period from April 7, 2016 (inception date) through December 31, 2016.

(2) Per share amounts are calculated based on average shares outstanding during the year or period.

(3) Ratios do not include indirect expenses of the underlying funds and/or investment companies in which the Portfolio invests.

  

See Notes to Financial Statements.

 

10

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Notes to Financial Statements

1. Organization and Significant Accounting Policies

Protective Life Dynamic Allocation Series - Conservative Portfolio (the “Portfolio”) is a series of Clayton Street Trust (the “Trust”), which is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company, and therefore has applied the specialized accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946. The Portfolio operates as a “fund of funds,” meaning substantially all of the Portfolio’s assets may be invested in exchange-traded funds (the “underlying funds”). The Trust offers three portfolios with differing investment objectives and policies. The Portfolio seeks total return through income and growth of capital, balanced by capital preservation. The Portfolio is classified as diversified, as defined in the 1940 Act.

The Portfolio currently offers one class of shares. The shares are offered in connection with investment in and payments under variable annuity contracts issued exclusively by Protective Life Insurance Company and its affiliates ("Protective Life").

Underlying Funds

During the period, the Portfolio invested in a dynamic portfolio of exchange-traded funds across seven different equity asset classes, as well as fixed-income investments, and a short duration allocation that may be comprised of cash, money market instruments and short duration exchange-traded funds. The equity asset classes are adjusted weekly based on market conditions pursuant to a proprietary, quantitative-based allocation program. Over the long term, and when fully invested, the Portfolio seeks to maintain an asset allocation of approximately 50% global equity investments and 50% fixed income investments. Additional details and descriptions of the investment objectives and strategies of each of the potential underlying funds are available in the Portfolio's prospectus.

The following accounting policies have been followed by the Portfolio and are in conformity with accounting principles generally accepted in the United States of America.

Investment Valuation

Securities held by the Portfolio, including the underlying funds, are valued in accordance with policies and procedures established by and under the supervision of the Trustees (the “Valuation Procedures”). The values of the Portfolio's investments in the underlying funds are based upon the closing price of such underlying funds on the applicable exchange. Most debt securities are valued in accordance with the evaluated bid price supplied by the pricing service that is intended to reflect market value. The evaluated bid price supplied by the pricing service is an evaluation that may consider factors such as security prices, yields, maturities, and ratings. Certain short-term securities maturing within 60 days or less may be evaluated and valued on an amortized cost basis provided that the amortized cost determined approximates market value. Securities for which market quotations or evaluated prices are not readily available or are deemed by Janus Capital Management LLC (“Janus Capital”) to be unreliable are valued at fair value determined in good faith under the Valuation Procedures. Circumstances in which fair value pricing may be utilized include, but are not limited to: (i) a significant event that may affect the securities of a single issuer, such as a merger, bankruptcy, or significant issuer-specific development; (ii) an event that may affect an entire market, such as a natural disaster or significant governmental action; (iii) a nonsignificant event such as a market closing early or not opening, or a security trading halt; and (iv) pricing of a nonvalued security and a restricted or nonpublic security. Special valuation considerations may apply with respect to “odd-lot” fixed-income transactions which, due to their small size, may receive evaluated prices by pricing services which reflect a large block trade and not what actually could be obtained for the odd-lot position.

Valuation Inputs Summary

FASB ASC 820, Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value, and expands disclosure requirements regarding fair value measurements. This standard emphasizes that fair value is a market-based measurement that should be determined based on the assumptions that market participants would use in pricing an asset or liability and establishes a hierarchy that prioritizes inputs to valuation techniques used to measure fair value. These inputs are summarized into three broad levels:

Level 1 – Unadjusted quoted prices in active markets the Portfolio has the ability to access for identical assets or liabilities.

Level 2 – Observable inputs other than unadjusted 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 on

  

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Notes to Financial Statements

an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Assets or liabilities categorized as Level 2 in the hierarchy generally include: debt securities fair valued in accordance with the evaluated bid or ask prices supplied by a pricing service; securities traded on OTC markets and listed securities for which no sales are reported that are fair valued at the latest bid price (or yield equivalent thereof) obtained from one or more dealers transacting in a market for such securities or by a pricing service approved by the Portfolio’s Trustees; and certain short-term debt securities with maturities of 60 days or less that are fair valued at amortized cost. Other securities that may be categorized as Level 2 in the hierarchy include, but are not limited to, preferred stocks, bank loans, swaps, investments in unregistered investment companies, options, and forward contracts.

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

The Portfolio classifies each of its investments in underlying funds as Level 1, without consideration as to the classification level of the specific investments held by the underlying funds. There have been no significant changes in valuation techniques used in valuing any such positions held by the Portfolio since the beginning of the fiscal year.

The inputs or methodology used for fair valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of inputs used as of December 31, 2019 to fair value the Portfolio’s investments in securities and other financial instruments is included in the “Valuation Inputs Summary” in the Notes to Schedule of Investments and Other Information.

Investment Transactions and Investment Income

Investment transactions are accounted for as of the date purchased or sold (trade date). Dividend income is recorded on the ex dividend date. Any distributions from the underlying funds are recorded in accordance with the character of the distributions as designated by the underlying funds. Interest income is recorded daily on the accrual basis and includes amortization of premiums and accretion of discounts. The Portfolio classifies gains and losses on prepayments received as an adjustment to interest income. Debt securities may be placed in non-accrual status and related interest income may be reduced by stopping current accruals and writing off interest receivables when collection of all or a portion of interest has become doubtful. Gains and losses are determined on the identified cost basis, which is the same basis used for federal income tax purposes.

Expenses

The Portfolio bears expenses incurred specifically on its behalf. Additionally, the Portfolio, as a shareholder in the underlying funds, will also indirectly bear its pro rata share of the expenses incurred by the underlying funds.

Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount 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 during the reporting period. Actual results could differ from those estimates.

Indemnifications

In the normal course of business, the Portfolio may enter into contracts that contain provisions for indemnification of other parties against certain potential liabilities. The Portfolio’s maximum exposure under these arrangements is unknown, and would involve future claims that may be made against the Portfolio that have not yet occurred. Currently, the risk of material loss from such claims is considered remote.

Dividends and Distributions

The Portfolio may make semiannual distributions of substantially all of its investment income and an annual distribution of its net realized capital gains (if any).

Federal Income Taxes

The Portfolio intends to continue to qualify as a regulated investment company and distribute all of its taxable income in accordance with the requirements of Subchapter M of the Internal Revenue Code. Management has analyzed the Portfolio’s tax positions taken for all open federal income tax years, generally a three-year period, and has concluded

  

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Notes to Financial Statements

that no provision for federal income tax is required in the Portfolio’s financial statements. The Portfolio is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

2. Other Investments and Strategies

Additional Investment Risk

In the aftermath of the 2007-2008 financial crisis, the financial sector experienced reduced liquidity in credit and other fixed-income markets, and an unusually high degree of volatility, both domestically and internationally. In response to the crisis, the United States and certain foreign governments, along with the U.S. Federal Reserve and certain foreign central banks, took steps to support the financial markets. For example, the enactment of the Dodd-Frank Act in 2010 provided for widespread regulation of financial institutions, consumer financial products and services, broker-dealers, over-the-counter derivatives, investment advisers, credit rating agencies, and mortgage lending, which expanded federal oversight in the financial sector, including the investment management industry. The withdrawal of this support, a failure of measures put in place to respond to the crisis, or investor perception that such efforts were not sufficient could each negatively affect financial markets generally, and the value and liquidity of specific securities. In addition, policy and legislative changes in the United States and in other countries continue to impact many aspects of financial regulation.

A number of countries in the European Union (“EU”) have experienced, and may continue to experience, severe economic and financial difficulties. In particular, many EU nations are susceptible to economic risks associated with high levels of debt. Many non-governmental issuers, and even certain governments, have defaulted on, or been forced to restructure, their debts. Many other issuers have faced difficulties obtaining credit or refinancing existing obligations. Financial institutions have in many cases required government or central bank support, have needed to raise capital, and/or have been impaired in their ability to extend credit. As a result, financial markets in the EU experienced extreme volatility and declines in asset values and liquidity. Responses to these financial problems by European governments, central banks, and others, including austerity measures and reforms, may not work, may result in social unrest, and may limit future growth and economic recovery or have other unintended consequences. The risk of investing in securities in the European markets may also be heightened due to the referendum in which the United Kingdom voted to exit the EU (known as “Brexit”). There is considerable uncertainty about how Brexit will be conducted, how negotiations of necessary treaties and trade agreements will conclude, or how financial markets will react.

Certain areas of the world have historically been prone to and economically sensitive to environmental events such as, but not limited to, hurricanes, earthquakes, typhoons, flooding, tidal waves, tsunamis, erupting volcanoes, wildfires or droughts, tornadoes, mudslides, or other weather-related phenomena. Such disasters, and the resulting physical or economic damage, could have a severe and negative impact on the Portfolio’s or an underlying fund's investment portfolio and, in the longer term, could impair the ability of issuers in which the Portfolio or an underlying fund invests to conduct their businesses as they would under normal conditions. Adverse weather conditions may also have a particularly significant negative effect on issuers in the agricultural sector and on insurance companies that insure against the impact of natural disasters.

Counterparties

Portfolio transactions involving a counterparty are subject to the risk that the counterparty or a third party will not fulfill its obligation to the Portfolio (“counterparty risk”). Counterparty risk may arise because of the counterparty’s financial condition (i.e., financial difficulties, bankruptcy, or insolvency), market activities and developments, or other reasons, whether foreseen or not. A counterparty’s inability to fulfill its obligation may result in significant financial loss to the Portfolio. The Portfolio may be unable to recover its investment from the counterparty or may obtain a limited recovery, and/or recovery may be delayed. The extent of the Portfolio’s exposure to counterparty risk with respect to financial assets and liabilities approximates its carrying value.

The Portfolio may be exposed to counterparty risk through its investments in certain securities, including, but not limited to, repurchase agreements and debt securities. The Portfolio intends to enter into financial transactions with counterparties that Janus Capital believes to be creditworthy at the time of the transaction. There is always the risk that Janus Capital’s analysis of a counterparty’s creditworthiness is incorrect or may change due to market conditions. To the extent that the Portfolio focuses its transactions with a limited number of counterparties, it will have greater exposure to the risks associated with one or more counterparties.

  

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Notes to Financial Statements

Exchange-Traded Funds

ETFs are typically open-end investment companies, which may be actively managed or passively managed. Passively managed ETFs generally seek to track the performance of a specific index. ETFs are traded on a national securities exchange at market prices that may vary from the net asset value per share (“NAV”) of their underlying investments. Accordingly, there may be times when an ETF trades at a premium or discount to its NAV. As a result, the Portfolio may pay more or less than NAV when it buys ETF shares, and may receive more or less than NAV when it sells those shares. ETFs also involve the risk that an active trading market for an ETF’s shares may not develop or be maintained. Similarly, because the value of ETF shares depends on the demand in the market, the Portfolio may not be able to purchase or sell an ETF at the most optimal time, which could adversely affect the Portfolio’s performance. In addition, ETFs that track particular indices may be unable to match the performance of such underlying indices due to the temporary unavailability of certain index securities in the secondary market or other factors, such as discrepancies with respect to the weighting of securities.

Repurchase Agreements

The Portfolio and other funds advised by Janus Capital or its affiliates may transfer daily uninvested cash balances into one or more joint trading accounts. Assets in the joint trading accounts are invested in money market instruments and the proceeds are allocated to the participating funds on a pro rata basis.

Repurchase agreements held by the Portfolio are fully collateralized, and such collateral is in the possession of the Portfolio’s custodian or, for tri-party agreements, the custodian designated by the agreement. The collateral is evaluated daily to ensure its market value exceeds the current market value of the repurchase agreements, including accrued interest. In the event of default on the obligation to repurchase, the Portfolio has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings.

There were no repurchase agreements held as of December 31, 2019.

Securities Lending

Under procedures adopted by the Trustees, the Portfolio may seek to earn additional income by lending securities to certain qualified broker-dealers and institutions. As of the date of this report, Deutsche Bank AG acted as securities lending agent and a limited purpose custodian or subcustodian to receive and disburse cash balances and cash collateral, hold short-term investments, hold collateral, and perform other custodian functions in accordance with the Agency Securities Lending and Repurchase Agreement. The Portfolio may lend portfolio securities in an amount equal to up to 1/3 of its total assets as determined at the time of the loan origination. There is the risk of delay in recovering a loaned security or the risk of loss in collateral rights if the borrower fails financially. In addition, Janus Capital makes efforts to balance the benefits and risks from granting such loans. All loans will be continuously secured by collateral which may consist of cash, U.S. Government securities, domestic and foreign short-term debt instruments, letters of credit, time deposits, repurchase agreements, money market mutual funds or other money market accounts, or such other collateral as permitted by the SEC. If the Portfolio is unable to recover a security on loan, the Portfolio may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Portfolio. In certain circumstances individual loan transactions could yield negative returns.

Upon receipt of cash collateral, Janus Capital may invest it in affiliated or non-affiliated cash management vehicles, whether registered or unregistered entities, as permitted by the 1940 Act and rules promulgated thereunder. Janus Capital currently intends to primarily invest the cash collateral in a cash management vehicle for which Janus Capital serves as investment adviser, Janus Henderson Cash Collateral Fund LLC. An investment in Janus Henderson Cash Collateral Fund LLC is generally subject to the same risks that shareholders experience when investing in similarly structured vehicles, such as the potential for significant fluctuations in assets as a result of the purchase and redemption activity of the securities lending program, a decline in the value of the collateral, and possible liquidity issues. Such risks may delay the return of the cash collateral and cause the Portfolio to violate its agreement to return the cash collateral to a borrower in a timely manner. As adviser to the Portfolio and Janus Henderson Cash Collateral Fund LLC, Janus Capital has an inherent conflict of interest as a result of its fiduciary duties to both the Portfolio and Janus Henderson Cash Collateral Fund LLC. Additionally, Janus Capital receives an investment advisory fee of 0.05% for managing Janus Henderson Cash Collateral Fund LLC and therefore may have an incentive to allocate collateral to the Janus Henderson Cash Collateral Fund LLC rather than to other collateral management options for which Janus Capital does not receive compensation.

  

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Notes to Financial Statements

The value of the collateral must be at least 102% of the market value of the loaned securities that are denominated in U.S. dollars and 105% of the market value of the loaned securities that are not denominated in U.S. dollars. Loaned securities and related collateral are marked-to-market each business day based upon the market value of the loaned securities at the close of business, employing the most recent available pricing information. Collateral levels are then adjusted based on this mark-to-market evaluation.

The cash collateral invested by Janus Capital is disclosed in the Schedule of Investments (if applicable). Income earned from the investment of the cash collateral, net of rebates paid to, or fees paid by, borrowers and less the fees paid to the lending agent are included as “Affiliated securities lending income, net” on the Statement of Operations.

There were no securities on loan as of December 31, 2019.

3. Investment Advisory Agreements and Other Transactions with Affiliates

The Portfolio pays Janus Capital an investment advisory fee which is calculated daily and paid monthly. The Portfolio’s contractual investment advisory fee rate (expressed as an annual rate) is 0.40%.

Janus Capital has contractually agreed to waive the advisory fee payable by the Portfolio or reimburse expenses in an amount equal to the amount, if any, that the Portfolio’s normal operating expenses including the investment advisory fee, but excluding the 12b-1 distribution and shareholder servicing fees, administrative services fees payable pursuant to the Transfer Agency Agreement, brokerage commissions, interest, dividends, taxes and extraordinary expenses, exceed the annual rate of 0.55% of the Portfolio’s average daily net assets. Janus Capital has agreed to continue the waiver until at least May 1, 2020. If applicable, amounts reimbursed to the Portfolio by Janus Capital are disclosed as “Excess Expense Reimbursement and Waivers” on the Statement of Operations.

Janus Capital may recover from the Portfolio fees and expenses previously waived or reimbursed during the period beginning with the Portfolio’s commencement of operations and ending on the third anniversary of the commencement of operations (“Recoupment Period”). The Recoupment Period closed on April 7, 2019. Janus Capital may elect to recoup such amounts only if: (i) recoupment is obtained within three years from the date an amount is waived or reimbursed to the Portfolio, and (ii) the Portfolio’s expense ratio at the time of recoupment, inclusive of the recoupment amounts, does not exceed the expense limit at the time of waiver or at the time of recoupment. If applicable, this amount is disclosed as “Recoupment expense” on the Statement of Operations. During the period ended December 31, 2019, Janus Capital reimbursed the Portfolio $136,307 of fees and expenses, of which $30,473 are eligible for recoupment. As of December 31, 2019, the aggregate amount of recoupment that may potentially be made to Janus Capital is $272,010.

Janus Capital has also contractually agreed to waive and/or reimburse a portion of the Portfolio's management fee in an amount equal to the management fee it earns as an investment adviser to any of the affiliated registered mutual funds (including exchange traded funds) in which the Portfolio invests. Janus Capital has agreed to continue the waiver until at least May 1, 2020. Janus Capital may not recover amounts previously waived or reimbursed under this agreement. During the period ended December 31, 2019, Janus Capital waived $6,435 of the Portfolio’s management fee, attributable to the Portfolio’s investment in the Janus Henderson Short Duration Income ETF.

Janus Services LLC (“Janus Services”), a wholly-owned subsidiary of Janus Capital, is the Portfolio’s transfer agent. In addition, Janus Services provides or arranges for the provision of certain other administrative services including, but not limited to, recordkeeping, accounting, order processing, and other shareholder services for the Portfolio. These amounts are disclosed as “Other transfer agent fees and expenses” on the Statement of Operations.

Janus Services receives an administrative services fee at an annual rate of 0.10% of the Portfolio’s average daily net assets for providing, or arranging for the provision by Protective Life of administrative services, including recordkeeping, subaccounting, order processing, or other shareholder services provided on behalf of shareholders of the Portfolio. Janus Services expects to use this entire fee to compensate Protective Life for providing these services to its customers who invest in the Portfolio. These amounts are disclosed as “Transfer agent administrative fees and expenses” on the Statement of Operations.

Services provided by Protective Life may include, but are not limited to, recordkeeping, subaccounting, order processing, providing order confirmations, periodic statements, forwarding prospectuses, shareholder reports, and other materials to existing contract holders, answering inquiries regarding accounts, and other administrative services. Order processing

  

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Notes to Financial Statements

includes the submission of transactions through the National Securities Clearing Corporation (“NSCC”) or similar systems, or those processed on a manual basis with Janus Capital.

Under a distribution and shareholder servicing plan (the "Plan") adopted in accordance with Rule 12b-1 under the 1940 Act, the Portfolio may pay the Trust's distributor, Janus Distributors LLC dba Janus Henderson Distributors ("Janus Henderson Distributors"), a wholly-owned subsidiary of Janus Capital, a fee at an annual rate of up to 0.25% of the average daily net assets of the Portfolio. Under the terms of the Plan, the Trust is authorized to make payments to Janus Distributors for remittance to Protective Life or other intermediaries as compensation for distribution and/or shareholder services performed by Protective Life or its agents, or by such intermediary.

Amounts that have been paid are disclosed as “12b-1 Distribution and shareholder servicing fees” on the Statement of Operations. Such payments are not tied exclusively to actual 12b-1 distribution and servicing fees, and the payments or accruals may exceed 12b-1 distribution and servicing fees actually incurred. If any of the Portfolio’s actual 12b-1 distribution and servicing fees incurred during a calendar year are less than the payments made during a calendar year, the Portfolio will be refunded the difference. Refunds, if any, are included in “12b-1 Distribution and shareholder servicing fees” in the Statement of Operations.

Janus Capital serves as administrator to the Portfolio pursuant to an administration agreement between Janus Capital and the Trust. Under the administration agreement, Janus Capital provides oversight and coordination of the Portfolio’s service providers, recordkeeping, and other administrative services, and is reimbursed by the Portfolio for certain of its costs in providing these services (to the extent Janus Capital seeks reimbursement and such costs are not otherwise waived). In addition, employees of Janus Capital and/or its affiliates may serve as officers of the Trust. The Portfolio pays for some or all of the salaries, fees, and expenses of Janus Capital employees and Portfolio officers, with respect to certain specified administration functions they perform on behalf of the Portfolio. The Portfolio pays these costs based on out-of-pocket expenses incurred by Janus Capital, and these costs are separate and apart from advisory fees and other expenses paid in connection with the investment advisory services Janus Capital provides to the Portfolio. These amounts are disclosed as “Affiliated Portfolio administration fees” on the Statement of Operations. In addition, some expenses related to compensation payable to the Portfolio’s Chief Compliance Officer and certain compliance staff, all of whom are employees of Janus Capital and/or its affiliates are shared with the Portfolio. Total compensation of $89,425 was paid to the Chief Compliance Officer and certain compliance staff by the Trust during the year ended December 31, 2019. The Portfolio's portion is reported as part of “Other expenses” on the Statement of Operations.

Any purchases and sales, realized gains/losses and recorded dividends from affiliated investments during the year ended December 31, 2019 can be found in the “Schedules of Affiliated Investments” located in the Schedule of Investments.

The Portfolio is permitted to purchase or sell securities (“cross-trade”) between itself and other funds or accounts managed by Janus Capital in accordance with Rule 17a-7 under the Investment Company Act of 1940 (“Rule 17a-7”), when the transaction is consistent with the investment objectives and policies of the Portfolio and in accordance with the Internal Cross Trade Procedures adopted by the Trust’s Board of Trustees. These procedures have been designed to ensure that any cross-trade of securities by the Portfolio from or to another fund or account that is or could be considered an affiliate of the Portfolio under certain limited circumstances by virtue of having a common investment adviser, common Officer, or common Trustee complies with Rule 17a-7. Under these procedures, each cross-trade is effected at the current market price to save costs where allowed. During the year ended December 31, 2019, the Portfolio engaged in cross trades amounting to $1,031,087 in purchases and $1,494,156 in sales, resulting in a net realized loss of $1,393. The net realized loss is included within the “Net Realized Gain/(Loss) on Investments” section of the Portfolio’s Statement of Operations.

4. Federal Income Tax

The tax components of capital shown in the table below represent: (1) distribution requirements the Portfolio must satisfy under the income tax regulations; (2) losses or deductions the Portfolio may be able to offset against income and gains realized in future years; and (3) unrealized appreciation or depreciation of investments for federal income tax purposes.

The Portfolio has elected to treat gains and losses on forward foreign currency contracts as capital gains and losses, if applicable. Other foreign currency gains and losses on debt instruments are treated as ordinary income for federal income tax purposes pursuant to Section 988 of the Internal Revenue Code.

  

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Protective Life Dynamic Allocation Series - Conservative Portfolio

Notes to Financial Statements

        
   

Loss Deferrals

Other Book

Net Tax

 

Undistributed
Ordinary Income

Undistributed
Long-Term Gains

Accumulated
Capital Losses

Late-Year
Ordinary Loss

Post-October
Capital Loss

to Tax
Differences

Appreciation/
(Depreciation)

 

$ 216,204

$ 107,417

$ -

$ -

$ -

$ -

$ 2,016,499

 

The aggregate cost of investments and the composition of unrealized appreciation and depreciation of investment securities for federal income tax purposes as of December 31, 2019 are noted below. The primary difference between book and tax appreciation or depreciation of investments is wash sale loss deferrals.

    

Federal Tax Cost

Unrealized
Appreciation

Unrealized
(Depreciation)

Net Tax Appreciation/
(Depreciation)

$ 29,420,791

$ 2,071,913

$ (55,414)

$ 2,016,499

    

Income and capital gains distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences are due to differing treatments for items such as net short-term gains, deferral of wash sale losses, and capital loss carryovers. Certain permanent differences such as tax returns of capital and net investment losses noted below have been reclassified to capital.

     

For the year ended December 31, 2019

 

Distributions

  

From Ordinary Income

From Long-Term Capital Gains

Tax Return of Capital

Net Investment Loss

 

$ 462,890

$ 549,224

$ -

$ -

 
     

For the year ended December 31, 2018

 

Distributions

  

From Ordinary Income

From Long-Term Capital Gains

Tax Return of Capital

Net Investment Loss

 

$ 338,454

$ 31,241

$ -

$ -

 

Permanent book to tax basis differences may result in reclassifications between the components of net assets. These differences have no impact on the results of operations or net assets. The following reclassifications have been made to the Portfolio:

   
   

Increase/(Decrease) to Capital

Increase/(Decrease) to Undistributed
Net Investment Income/Loss

Increase/(Decrease) to Undistributed
Net Realized Gain/Loss

$ (5)

$ 5

$ -

   

5. Capital Share Transactions

       
       
  

Year ended December 31, 2019

 

Year ended December 31, 2018

  

Shares

Amount

 

Shares

Amount

       

Shares sold

536,015

$6,031,463

 

950,188

$10,832,185

Reinvested dividends and distributions

90,147

1,012,114

 

32,866

369,695

Shares repurchased

(479,567)

(5,455,226)

 

(123,704)

(1,397,118)

Net Increase/(Decrease)

146,595

$1,588,351

 

859,350

$ 9,804,762

  

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Notes to Financial Statements

6. Purchases and Sales of Investment Securities

For the year ended December 31, 2019, the aggregate cost of purchases and proceeds from sales of investment securities (excluding any short-term securities, short-term options contracts, TBAs, and in-kind transactions, as applicable) was as follows:

    

Purchases of
Securities

Proceeds from Sales
of Securities

Purchases of Long-
Term U.S. Government
Obligations

Proceeds from Sales
of Long-Term U.S.
Government Obligations

$50,362,712

$ 37,357,954

$ -

$ -

7. Recent Accounting Pronouncements

The FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820), in August 2018. The new guidance removes, modifies and enhances the disclosures to Topic 820. For public entities, the amendments are effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. An entity is permitted, and Management has decided, to early adopt the removed and modified disclosures in these financial statements.

8. Subsequent Event

Management has evaluated whether any events or transactions occurred subsequent to December 31, 2019 and through the date of issuance of the Portfolio’s financial statements and determined that there were no material events or transactions that would require recognition or disclosure in the Portfolio’s financial statements.

  

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Protective Life Dynamic Allocation Series - Conservative Portfolio

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Clayton Street Trust and Shareholders of Protective Life Dynamic Allocation Series - Conservative Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Protective Life Dynamic Allocation Series - Conservative Portfolio (one of the portfolios constituting Clayton Street Trust, referred to hereafter as the “Portfolio”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for each of the two years in the period ended December 31, 2019, including the related notes, and the financial highlights for each of the three years in the period ended December 31, 2019 and for the period April 7, 2016 (commencement of operations) through December 31, 2016 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Portfolio as of December 31, 2019, 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 ended December 31, 2019 and the financial highlights for each of the three years in the period ended December 31, 2019 and for the period April 7, 2016 (commencement of operations) through December 31, 2016 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Portfolio’s management. Our responsibility is to express an opinion on the Portfolio’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Portfolio in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

Denver, Colorado
February 14, 2020

We have served as the auditor of one or more investment companies in Janus Henderson Funds since 1990.

  

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Protective Life Dynamic Allocation Series - Conservative Portfolio

Additional Information (unaudited)

Proxy Voting Policies and Voting Record

A description of the policies and procedures that the Portfolio uses to determine how to vote proxies relating to its portfolio securities is available without charge: (i) upon request, by calling 1-800-525-0020 (toll free); (ii) on the Portfolio’s website at janushenderson.com/proxyvoting; and (iii) on the SEC’s website at http://www.sec.gov.

Quarterly Portfolio Holdings

The Portfolio files its complete portfolio holdings (schedule of investments) with the SEC for the first and third quarters of each fiscal year as an exhibit to Form N-PORT within 60 days of the end of such fiscal quarter. Historically, the Portfolio filed its complete portfolio holdings (schedule of investments) with the SEC for the first and third quarters each fiscal year on Form N-Q. The Portfolio’s Form N-PORT and Form N-Q filings: (i) are available on the SEC’s website at http://www.sec.gov; (ii) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (information on the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iii) is available without charge, upon request, by calling Janus Henderson at 1-800-525-0020 (toll free).

  

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Protective Life Dynamic Allocation Series - Conservative Portfolio

Useful Information About Your Portfolio Report (unaudited)

Management Commentary

The Management Commentary in this report includes valuable insight as well as statistical information to help you understand how your Portfolio’s performance and characteristics stack up against those of comparable indices.

If the Portfolio invests in foreign securities, this report may include information about country exposure. Country exposure is based primarily on the country of risk. A company may be allocated to a country based on other factors such as location of the company’s principal office, the location of the principal trading market for the company’s securities, or the country where a majority of the company’s revenues are derived.

Please keep in mind that the opinions expressed in the Management Commentary are just that: opinions. They are a reflection based on best judgment at the time this report was compiled, which was December 31, 2019. As the investing environment changes, so could opinions. These views are unique and are not necessarily shared by fellow employees or by Janus Henderson in general.

Performance Overviews

Performance overview graphs compare the performance of a hypothetical $10,000 investment in the Portfolio with one or more widely used market indices. When comparing the performance of the Portfolio with an index, keep in mind that market indices are not available for investment and do not reflect deduction of expenses.

Average annual total returns are quoted for a Portfolio with more than one year of performance history. Average annual total return is calculated by taking the growth or decline in value of an investment over a period of time, including reinvestment of dividends and distributions, then calculating the annual compounded percentage rate that would have produced the same result had the rate of growth been constant throughout the period. Average annual total return does not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or redemptions of Portfolio shares.

Cumulative total returns are quoted for a Portfolio with less than one year of performance history. Cumulative total return is the growth or decline in value of an investment over time, independent of the period of time involved. Cumulative total return does not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or redemptions of Portfolio shares.

Pursuant to federal securities rules, expense ratios shown in the performance chart reflect subsidized (if applicable) and unsubsidized ratios. The total annual fund operating expenses ratio is gross of any fee waivers, reflecting the Portfolio’s unsubsidized expense ratio. The net annual fund operating expenses ratio (if applicable) includes contractual waivers of Janus Capital and reflects the Portfolio’s subsidized expense ratio. Ratios may be higher or lower than those shown in the “Financial Highlights” in this report.

Schedule of Investments

Following the performance overview section is the Portfolio’s Schedule of Investments. This schedule reports the types of securities held in the Portfolio on the last day of the reporting period. Securities are usually listed by type (common stock, corporate bonds, U.S. Government obligations, etc.) and by industry classification (banking, communications, insurance, etc.). Holdings are subject to change without notice.

The value of each security is quoted as of the last day of the reporting period. The value of securities denominated in foreign currencies is converted into U.S. dollars.

If the Portfolio invests in foreign securities, it will also provide a summary of investments by country. This summary reports the Portfolio exposure to different countries by providing the percentage of securities invested in each country. The country of each security represents the country of risk. The Portfolio’s Schedule of Investments relies upon the industry group and country classifications published by Barclays and/or MSCI Inc.

Tables listing details of individual forward currency contracts, futures, written options, swaptions, and swaps follow the Portfolio’s Schedule of Investments (if applicable).

Statement of Assets and Liabilities

This statement is often referred to as the “balance sheet.” It lists the assets and liabilities of the Portfolio on the last day of the reporting period.

  

Clayton Street Trust

21


Protective Life Dynamic Allocation Series - Conservative Portfolio

Useful Information About Your Portfolio Report (unaudited)

The Portfolio’s assets are calculated by adding the value of the securities owned, the receivable for securities sold but not yet settled, the receivable for dividends declared but not yet received on securities owned, and the receivable for Portfolio shares sold to investors but not yet settled. The Portfolio’s liabilities include payables for securities purchased but not yet settled, Portfolio shares redeemed but not yet paid, and expenses owed but not yet paid. Additionally, there may be other assets and liabilities such as unrealized gain or loss on forward currency contracts.

The section entitled “Net Assets Consist of” breaks down the components of the Portfolio’s net assets. Because the Portfolio must distribute substantially all earnings, you will notice that a significant portion of net assets is shareholder capital.

The last section of this statement reports the net asset value (“NAV”) per share on the last day of the reporting period. The NAV is calculated by dividing the Portfolio’s net assets for each share class (assets minus liabilities) by the number of shares outstanding.

Statement of Operations

This statement details the Portfolio’s income, expenses, realized gains and losses on securities and currency transactions, and changes in unrealized appreciation or depreciation of Portfolio holdings.

The first section in this statement, entitled “Investment Income,” reports the dividends earned from securities and interest earned from interest-bearing securities in the Portfolio.

The next section reports the expenses incurred by the Portfolio, including the advisory fee paid to the investment adviser, transfer agent fees and expenses, and printing and postage for mailing statements, financial reports and prospectuses. Expense offsets and expense reimbursements, if any, are also shown.

The last section lists the amounts of realized gains or losses from investment and foreign currency transactions, and changes in unrealized appreciation or depreciation of investments and foreign currency-denominated assets and liabilities. The Portfolio will realize a gain (or loss) when it sells its position in a particular security. A change in unrealized gain (or loss) refers to the change in net appreciation or depreciation of the Portfolio during the reporting period. “Net Realized and Unrealized Gain/(Loss) on Investments” is affected both by changes in the market value of Portfolio holdings and by gains (or losses) realized during the reporting period.

Statements of Changes in Net Assets

These statements report the increase or decrease in the Portfolio’s net assets during the reporting period. Changes in the Portfolio’s net assets are attributable to investment operations, dividends and distributions to investors, and capital share transactions. This is important to investors because it shows exactly what caused the Portfolio’s net asset size to change during the period.

The first section summarizes the information from the Statement of Operations regarding changes in net assets due to the Portfolio’s investment operations. The Portfolio’s net assets may also change as a result of dividend and capital gains distributions to investors. If investors receive their dividends and/or distributions in cash, money is taken out of the Portfolio to pay the dividend and/or distribution. If investors reinvest their dividends and/or distributions, the Portfolio’s net assets will not be affected. If you compare the Portfolio’s “Net Decrease from Dividends and Distributions” to “Reinvested Dividends and Distributions,” you will notice that dividends and distributions have little effect on the Portfolio’s net assets. This is because the majority of the Portfolio’s investors reinvest their dividends and/or distributions.

The reinvestment of dividends and distributions is included under “Capital Share Transactions.” “Capital Shares” refers to the money investors contribute to the Portfolio through purchases or withdrawals via redemptions. The Portfolio’s net assets will increase and decrease in value as investors purchase and redeem shares from the Portfolio.

Financial Highlights

This schedule provides a per-share breakdown of the components that affect the Portfolio’s NAV for current and past reporting periods as well as total return, asset size, ratios, and portfolio turnover rate.

The first line in the table reflects the NAV per share at the beginning of the reporting period. The next line reports the net investment income/(loss) per share. Following is the per share total of net gains/(losses), realized and unrealized. Per share dividends and distributions to investors are then subtracted to arrive at the NAV per share at the end of the period. The next line reflects the total return for the period. The total return may include adjustments in accordance with

  

22

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Useful Information About Your Portfolio Report (unaudited)

generally accepted accounting principles required at the period end for financial reporting purposes. As a result, the total return may differ from the total return reflected for individual shareholder transactions. Also included are ratios of expenses and net investment income to average net assets.

The Portfolio’s expenses may be reduced through expense offsets and expense reimbursements. The ratios shown reflect expenses before and after any such offsets and reimbursements.

The ratio of net investment income/(loss) summarizes the income earned less expenses, divided by the average net assets of the Portfolio during the reporting period. Do not confuse this ratio with the Portfolio’s yield. The net investment income ratio is not a true measure of the Portfolio’s yield because it does not take into account the dividends distributed to the Portfolio’s investors.

The next figure is the portfolio turnover rate, which measures the buying and selling activity in the Portfolio. Portfolio turnover is affected by market conditions, changes in the asset size of the Portfolio, fluctuating volume of shareholder purchase and redemption orders, the nature of the Portfolio’s investments, and the investment style and/or outlook of the portfolio manager(s) and/or investment personnel. A 100% rate implies that an amount equal to the value of the entire portfolio was replaced once during the fiscal year; a 50% rate means that an amount equal to the value of half the portfolio is traded in a year; and a 200% rate means that an amount equal to the value of the entire portfolio is traded every six months.

  

Clayton Street Trust

23


Protective Life Dynamic Allocation Series - Conservative Portfolio

Designation Requirements (unaudited)

For federal income tax purposes, the Portfolio designated the following for the year ended December 31, 2019:

  
 

 

Capital Gain Distributions

$549,224

Foreign Taxes Paid

$7,458

Foreign Source Income

$78,298

Dividends Received Deduction Percentage

24%

  

24

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Trustees and Officers (unaudited)

The Portfolio’s Statement of Additional Information includes additional information about the Trustees and officers and is available, without charge, by calling 1-877-335-2687.

The following are the Trustees and officers of the Trust, together with a brief description of their principal occupations during the last five years (principal occupations for certain Trustees may include periods over five years).

Each Trustee has served in that capacity since he or she was originally elected or appointed. The Trustees do not serve a specified term of office. Each Trustee will hold office until the termination of the Trust or his or her earlier death, resignation, retirement, incapacity, or removal. Under the Portfolio’s Governance Procedures and Guidelines, the policy is for Trustees to retire no later than the end of the calendar year in which the Trustee turns 75. The Trustees review the Portfolio’s Governance Procedures and Guidelines from time to time and may make changes they deem appropriate. The Portfolio’s Nominating and Governance Committee will consider nominees for the position of Trustee recommended by shareholders. Shareholders may submit the name of a candidate for consideration by the Committee by submitting their recommendations to the Trust’s Secretary. Each Trustee is currently a Trustee of one other registered investment company advised by Janus Capital: Janus Detroit Street Trust. Collectively, these two registered investment companies consist of 10 series or funds referred to herein as the Fund Complex.

The Trust’s officers are elected annually by the Trustees for a one-year term. Certain officers also serve as officers of Janus Detroit Street Trust. Certain officers of the Portfolio may also be officers and/or directors of Janus Capital. Except as otherwise disclosed, Portfolio officers receive no compensation from the Portfolio, except for the Portfolio’s Chief Compliance Officer, as authorized by the Trustees.

  

Janus Clayton Street Trust

25


Protective Life Dynamic Allocation Series - Conservative Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Independent Trustees

    

Clifford J. Weber

151 Detroit Street

Denver, CO 80206

DOB: 1963

Chairman

Trustee

2/16-Present

2/16-Present

Owner, Financial Products Consulting Group LLC (consulting services to financial institutions) (since 2015). Formerly, Executive Vice President of Global Index and Exchange- Traded Products, NYSE Market, Inc., a subsidiary of Intercontinental Exchange (ETF/ETP listing exchange) (2013-2015) and Executive Vice President and Head of Strategy and Product Development, NYSE Life U.S., a division of NYSE Euronext (U.S. futures exchange) (2008-2013).

10

Independent Trustee, Clough Funds Trust (investment company) (since 2015). Chairman, Clough Funds Trust (since 2017), Independent Trustee, Clough Global Dividend and Income Fund (closed-end fund) (since 2017), Independent Trustee, Clough Global Opportunities Fund (closed-end fund) (since 2017), Independent Trustee, Clough Global Equity Fund (closed-end fund) (since 2017), Independent Trustee, Elevation ETF Trust (investment company) (2016-2018), Chairman, Elevation ETF Trust (2016-2018), and Independent Trustee, Global X Funds (investment company) (since 2018).

  

26

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Independent Trustees

    

Maureen T. Upton

151 Detroit Street

Denver, CO 80206

DOB: 1965

Trustee

2/16-Present

Principal, Maureen Upton Ltd. (consulting services to developers of major infrastructure projects and investors) (since 2017). Formerly, Principal Consultant, SRK Consulting (U.S.), Inc. (consulting services to global mining, energy and water resource industries) (2015-2017) and Founder and Principal, Resource Initiatives LLC (sustainability consulting firm) (2006-2015).

10

Director, Restoring Connections (non profit organization) (since 2019). Formerly, Director, Denver Metro Leadership Foundation (non profit organization) (2012-2014).

  

Janus Clayton Street Trust

27


Protective Life Dynamic Allocation Series - Conservative Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Independent Trustees

    

Jeffrey B. Weeden

151 Detroit Street

Denver, CO 80206

DOB: 1956

Trustee

2/16-Present

Senior Advisor, BayBoston Capital LP (investment fund in banks and bank holdings companies) (since 2015). Formerly, Management Advisor, BoxCast, Inc. (technology start-up company) (2014-2017) and Senior Executive Vice President and Chief Financial Officer, KeyCorp (financial services) (2002-2013).

10

Director, State Farm Bank (banking) (since 2014).

  

28

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Interested Trustees

    

Michael Drew Elder**

151 Detroit Street

Denver, CO 80206

DOB: 1970

Trustee

8/15-10/19

Co-Head of Global Distribution, Janus Henderson Investors (2018-2019) and President, Janus Henderson Distributors (broker-dealer) (2014-2019). Formerly, Head of U.S. Intermediary Distribution, Janus Capital Management LLC (2015-2018); Executive Vice President, Janus Capital Group Inc. (2015-2017); Senior Vice President, Janus Capital Management LLC (2007-2015), Janus Distributors LLC (2010-2014), and Janus Services LLC (2010-2015).

10

Director, Perkins Investment Management LLC (2014-2019).

Richard C. Hoge***

151 Detroit Street

Denver, CO 80206

DOB: 1966

Trustee

1/20 – Present

Chief Operating Officer – Exchange Traded Products, Janus Henderson Investors (since 2014); Registered Representative, Janus Henderson Distributors (broker-dealer) (since 2014)

10

Director, VelocityCapital LongShort Volatility Fund (hedge fund) (2012 – 2016)

*Each Trustee also serves as a trustee to the Janus Detroit Street Trust, which is currently comprised of seven portfolios.

**Michael Drew Elder resigned as Interested Trustee of the Trust and the Clayton Street Trust, effective October 16, 2019. During his tenure, Mr. Elder was an Interested Trustee because of his employment with Janus Capital.

***Mr. Hoge was elected to serve as Trustee of the Trust and the Janus Detroit Street Trust on January 15, 2020. Mr. Hoge is an Interested Trustee because of his employment with Janus Henderson Investors.

  

Janus Clayton Street Trust

29


Protective Life Dynamic Allocation Series - Conservative Portfolio

Trustees and Officers (unaudited)

OFFICERS

    

Name, Address, and Age

Positions Held with the Trust

Term of Office*

and Length of

Time Served

Principal Occupations During the Past Five Years

    

Bruce L. Koepfgen

151 Detroit Street

Denver, CO 80206

DOB: 1952

President and Chief Executive Officer

2/16-Present

Executive Vice President, Head of North America for Janus Henderson Investors and Janus Capital Management LLC (since 2017); President, Geneva Capital Management LLC (since 2017); Executive Vice President and Director of Janus International Holding LLC (since 2011); Executive Vice President of Janus Distributors LLC (since 2011); Executive Vice President and Working Director of INTECH Investment Management LLC (since 2011); Executive Vice President of Perkins Investment Management LLC (since 2011); and Executive Vice President and Director of Janus Management Holdings Corporation (since 2011). Formerly, President of Janus Capital Group Inc. and Janus Capital Management LLC (2013-2017); Executive Vice President of Janus Services LLC (2011-2015), Janus Capital Group Inc. and Janus Capital Management LLC (2011-2013); Manager of Perkins Investment Management (2011-2019); and Chief Financial Officer of Janus Capital Group Inc., Janus Capital Management LLC, Janus Distributors LLC, Janus Management Holdings Corporation, and Janus Services LLC (2011-2013).

Susan K. Wold

151 Detroit Street

Denver, CO 80206

DOB: 1960

Vice President, Chief Compliance Officer, and Anti- Money Laundering Officer

9/17-Present

Head of Compliance, North America for Janus Henderson (since September 2017); Formerly Vice President, Head of Global Corporate Compliance, and Chief Compliance Officer for Janus Capital Management LLC (May 2017-September 2017); Vice President, Compliance at Janus Capital Group and Janus Capital Management LLC (2005-2017).

* Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

  

30

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Trustees and Officers (unaudited)

    

Name, Address, and Age

Positions Held with the Trust

Term of Office*

and Length of

Time Served

Principal Occupations During the Past Five Years

Jesper Nergaard

151 Detroit Street

Denver, CO 80206

DOB: 1962

Vice President, Chief Financial Officer, Treasurer, and Principal Accounting Officer

2/16-Present

Head of U.S. Fund Administration, Janus Henderson Investors

Byron D. Hittle

151 Detroit Street

Denver, CO 80206

DOB: 1974

Vice President, Secretary and Chief Legal Officer

7/18-Present

Assistant General Counsel of Janus Henderson Investors (2017-present); Assistant Vice President and Senior Legal Counsel Janus Capital Management LLC (2012-2016).

OFFICERS

* Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

  

Janus Clayton Street Trust

31


Protective Life Dynamic Allocation Series - Conservative Portfolio

Notes

NotesPage1

  

32

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Conservative Portfolio

Notes

NotesPage2

  

Clayton Street Trust

33


         
     
     
     

This report is submitted for the general information of shareholders of the Portfolio. It is not an offer or solicitation for the Portfolio and is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.

Janus Henderson, Janus and Knowledge. Shared are trademarks of Janus Henderson Group plc or one of its subsidiaries. © Janus Henderson Group plc.

Protective Life Dynamic Allocation Series Portfolios are distributed by Janus Henderson Distributors and exclusively offered in connection with variable annuity contracts issued by Protective Life Insurance Company and its affiliates. Janus Henderson is not affiliated with Protective Life.

    

109-02-93063 02-20


    
   
  

ANNUAL REPORT

December 31, 2019

  
 

Protective Life Dynamic Allocation Series - Growth Portfolio

  
 

Clayton Street Trust

  

 

   
  

HIGHLIGHTS

· Portfolio management perspective

· Investment strategy behind your portfolio

· Portfolio performance, characteristics
and holdings


Table of Contents

Protective Life Dynamic Allocation Series - Growth Portfolio

  

Management Commentary and Schedule of Investments

1

Notes to Schedule of Investments and Other Information

6

Statement of Assets and Liabilities

7

Statement of Operations

8

Statements of Changes in Net Assets

9

Financial Highlights

10

Notes to Financial Statements

11

Report of Independent Registered Public Accounting Firm

19

Additional Information

20

Useful Information About Your Portfolio Report

21

Designation Requirements

24

Trustees and Officers

25


Protective Life Dynamic Allocation Series - Growth Portfolio (unaudited)

      

PORTFOLIO SNAPSHOT

This global asset allocation portfolio can help investors remove the emotion from investing by following

a rules-based asset allocation process. The Portfolio looks to shift equity allocations to and from short-term investments weekly based on defined market signals, with a goal to grow assets over time while mitigating downside risk.

   

Benjamin Wang

co-portfolio manager

Scott M. Weiner

co-portfolio manager

   

PERFORMANCE OVERVIEW

Protective Life Dynamic Allocation Series – Growth Portfolio returned 12.00% for the 12-month period ending December 31, 2019. This compares with a return of 26.60% for its benchmark, the MSCI All Country World IndexSM.

MARKET ENVIRONMENT

Global financial markets rallied during the 12-month period. For much of the year, U.S. stocks outperformed their global peers as the country was perceived to have better growth prospects. As markets entered the autumn, growing anticipation that the U.S. and China would reach a favorable agreement in their trade impasse allowed the rally in riskier assets to accelerate. This benefited stocks – with many U.S. benchmarks establishing record highs.

PERFORMANCE DISCUSSION

Underperformance was largely the consequence of the strategy being underweight equities during the period’s opening months. As a consequence of late-2018 market volatility, the Portfolio, by design, reduced its exposure to equities. Reallocation between asset classes occurs in an incremental manner in order to monitor weekly market moves and adjust position sizes accordingly. After having reduced our exposure to equities, the markets quickly rallied and the incremental reallocation back into stocks meant the Portfolio did not fully capture the upside move. For the year, on a specific contribution basis, the Portfolio’s allocation to small-cap U.S. weighed most on returns, with exposure to Asia ex Japan equities also detracting. The former was indicative of the recent trend of smaller-cap stocks lagging larger-caps, especially technology-focused, mega-cap names. Asian shares were likely held back due to their direct linkages with China’s supply chain and the general outperformance by large-cap U.S. stocks in recent quarters. Contributing to performance was the Portfolio’s allocation to large-cap U.S. stocks and growth-oriented, large-cap U.S. stocks.

Thank you for investing in Protective Life Dynamic Allocation Series – Growth Portfolio.

      

Asset Allocation - (% of Net Assets)

Investment Companies

 

100.0%

Other

 

0.0%

  

100.0%

  

Clayton Street Trust

1


Protective Life Dynamic Allocation Series - Growth Portfolio (unaudited)

Performance

 

See important disclosures on the next page.

         
        
     

 

  

Average Annual Total Return - for the periods ended December 31, 2019

 

 

Expense Ratios

 

 

One
Year

Since
Inception*

 

 

Total Annual Fund
Operating Expenses

Net Annual Fund
Operating Expenses

Protective Life Dynamic Allocation Series - Growth Portfolio

 

12.00%

9.86%

 

 

1.23%

0.90%

MSCI All Country World Index

 

26.60%

12.58%

 

 

 

 

Morningstar Quartile - Class S Shares

 

4th

3rd

 

 

 

 

Morningstar Ranking - based on total returns for Insurance Allocation--70% to 85% Equity Funds

 

131/131

72/110

 

 

 

 

Returns quoted are past performance and do not guarantee future results; current performance may be lower or higher. Investment returns and principal value will vary; there may be a gain or loss when shares are sold. For the most recent month-end performance call 800.456.6330.

Net expense ratios reflect expense waivers, if any, contractually agreed to through May 1, 2020.

 
 

Investing involves risk and it is possible to lose money by investing. Investment return and value will fluctuate in response to issuer, political, market and economic developments, which can affect a single issuer, issuers within an industry, economic sector or geographic region, or the market as a whole. Please see the prospectus for more information about risks, holdings and other details.

Performance of the Dynamic Allocation Series Portfolios depends on that of the underlying funds. They are subject to risk with respect to the aggregation of holdings of underlying funds which may result in increased volatility as a result of indirectly having concentrated assets in a particular industry, geographical sector, or single company.

No assurance can be given that the investment strategy will be successful under all or any market conditions. Janus Capital Management has limited prior experience using the proprietary methodology co-developed by Janus Capital Management and Protective Life Insurance Company. Although it is designed to achieve the Portfolios’ investment objectives, there is no guarantee that it will achieve the desired results. Because Janus Capital Management is the adviser to the Portfolios and to certain affiliated funds that may be held within the Portfolios, it is subject to certain potential conflicts of interest.

Returns do not reflect the deduction of fees, charges or expenses of any insurance product or qualified plan. If applied, returns would have been lower.

Returns include reinvestment of all dividends and distributions and do not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or redemptions of Portfolio shares. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.

  

2

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio (unaudited)

Performance

Expenses waived or reimbursed during the first three years of operation may be recovered within three years of such waiver or reimbursement amount, if the expense ratio falls below certain limits.

When an expense waiver is in effect, it may have a material effect on the total return, and therefore the ranking for the period.

© 2019 Morningstar, Inc. All Rights Reserved.

There is no assurance that the investment process will consistently lead to successful investing.

See Notes to Schedule of Investments and Other Information for index definitions.

Index performance does not reflect the expenses of managing a portfolio as an index is unmanaged and not available for direct investment.

See “Useful Information About Your Portfolio Report.”

*The Portfolio’s inception date – April 7, 2016

‡ As stated in the prospectus. See Financial Highlights for actual expense ratios during the reporting period.

  

Clayton Street Trust

3


Protective Life Dynamic Allocation Series - Growth Portfolio (unaudited)

Expense Examples

As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees; 12b-1 distribution and shareholder servicing fees; transfer agent fees and expenses payable pursuant to the Transfer Agency Agreement; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The example is based upon an investment of $1,000 invested at the beginning of the period and held for the six-months indicated, unless noted otherwise in the table and footnotes below.

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The information in the table under the heading “Hypothetical (5% return before expenses)” provides information about hypothetical account values and hypothetical expenses based upon the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’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 Portfolio 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. Additionally, for an analysis of the fees associated with an investment in the Portfolio or other similar funds, please visit www.finra.org/fundanalyzer.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as any charges at the separate account level or contract level. These fees are fully described in the Portfolio’s prospectus. Therefore, the hypothetical examples are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

           
         
   

Actual

 

Hypothetical
(5% return before expenses)

 

 

Beginning
Account
Value
(7/1/19)

Ending
Account
Value
(12/31/19)

Expenses
Paid During
Period
(7/1/19 - 12/31/19)†

 

Beginning
Account
Value
(7/1/19)

Ending
Account
Value
(12/31/19)

Expenses
Paid During
Period
(7/1/19 - 12/31/19)†

Net Annualized
Expense Ratio
(7/1/19 - 12/31/19)

 

$1,000.00

$1,074.80

$3.82

 

$1,000.00

$1,021.53

$3.72

0.73%

Expenses Paid During Period is equal to the Net Annualized Expense Ratio multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Expenses in the examples include the effect of applicable fee waivers and/or expense reimbursements, if any. Had such waivers and/or reimbursements not been in effect, your expenses would have been higher. Please refer to the Notes to Financial Statements or the Portfolio’s prospectus for more information regarding waivers and/or reimbursements.

  

4

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Schedule of Investments

December 31, 2019

        


Shares

  

Value

 

Investment Companies – 100.0%

   

Exchange-Traded Funds (ETFs) – 100.0%

   
 

Franklin FTSE Asia ex Japan

 

66,230

  

$1,497,149

 
 

Franklin FTSE United Kingdom

 

96,587

  

2,449,929

 
 

Invesco QQQ Trust Series 1

 

59,016

  

12,547,392

 
 

iShares Core S&P 500

 

100,296

  

32,419,679

 
 

iShares MSCI All Country Asia ex Japan

 

34,760

  

2,554,860

 
 

iShares MSCI Japan

 

65,437

  

3,876,488

 
 

iShares MSCI United Kingdom

 

160,097

  

5,459,308

 
 

iShares Russell 2000

 

73,174

  

12,122,736

 
 

Janus Henderson Short Duration Income£

 

10

  

496

 
 

SPDR EURO STOXX 50

 

197,534

  

8,057,412

 

Total Investments (total cost $71,300,418) – 100.0%

 

80,985,449

 

Cash, Receivables and Other Assets, net of Liabilities – 0%

 

29,662

 

Net Assets – 100%

 

$81,015,111

 

Schedules of Affiliated Investments – (% of Net Assets)

           
 

Dividend

Income(1)

Realized

Gain/(Loss)(1)

Change in

Unrealized

Appreciation/

Depreciation(1)

Value

at 12/31/19

Investment Companies - 0.0%

Exchange-Traded Funds (ETFs) - 0.0%

 

Janus Henderson Short Duration Income

$

293,375

$

302,632

$

(4)

$

496

Investments Purchased with Cash Collateral from Securities Lending - N/A

Investment Companies - N/A

 

Janus Henderson Cash Collateral Fund LLC, 1.4338%ºº

 

17,015

 

-

 

-

 

-

Total Affiliated Investments - 0.0%

$

310,390

$

302,632

$

(4)

$

496

(1) For securities that were affiliated for a portion of the year ended December 31, 2019, this column reflects amounts for the entire year ended December 31, 2019 and not just the period in which the security was affiliated.

           
 

Share

Balance

at 12/31/18

Purchases

Sales

Share

Balance

at 12/31/19

Investment Companies - 0.0%

Exchange-Traded Funds (ETFs) - 0.0%

 

Janus Henderson Short Duration Income

 

-

 

2,017,378

 

(2,017,368)

 

10

Investments Purchased with Cash Collateral from Securities Lending - N/A

Investment Companies - N/A

 

Janus Henderson Cash Collateral Fund LLC, 1.4338%ºº

 

-

 

161,312,389

 

(161,312,389)

 

-

  

See Notes to Schedule of Investments and Other Information and Notes to Financial Statements.

 

Clayton Street Trust

5


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes to Schedule of Investments and Other Information

  

MSCI All Country World IndexSM

MSCI All Country World IndexSM reflects the equity market performance of global developed and emerging markets.

  

SPDR

Standard & Poor's Depositary Receipt

  

ºº

Rate shown is the 7-day yield as of December 31, 2019.

£

The Portfolio may invest in certain securities that are considered affiliated companies. As defined by the Investment Company Act of 1940, as amended, an affiliated company is one in which the Portfolio owns 5% or more of the outstanding voting securities, or a company which is under common ownership or control.

  

Net of income paid to the securities lending agent and rebates paid to the borrowing counterparties.

             

The following is a summary of the inputs that were used to value the Portfolio’s investments in securities and other financial instruments as of December 31, 2019. See Notes to Financial Statements for more information.

 

Valuation Inputs Summary

       
    

Level 2 -

 

Level 3 -

  

Level 1 -

 

Other Significant

 

Significant

  

Quoted Prices

 

Observable Inputs

 

Unobservable Inputs

       

Assets

      

Investments In Securities:

      

Investment Companies

$

80,985,449

$

-

$

-

       
  

6

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Statement of Assets and Liabilities

December 31, 2019

       

 

 

 

 

 

 

 

Assets:

    
 

Unaffiliated investments, at value(1)

 

$

80,984,953

 
 

Affiliated investments, at value(2)

  

496

 
 

Cash

  

85,946

 
 

Receivables:

    
  

Investments sold

  

98,318

 
  

Due from adviser

  

28,196

 
 

Other assets

  

2,341

 

Total Assets

 

 

81,200,250

 

Liabilities:

    
 

Payables:

  

 
  

Portfolio shares repurchased

  

63,229

 
  

Professional fees

  

44,158

 
  

Advisory fees

  

28,043

 
  

12b-1 Distribution and shareholder servicing fees

  

17,527

 
  

Non-affiliated portfolio administration fees payable

  

13,166

 
  

Transfer agent fees and expenses

  

7,180

 
  

Affiliated portfolio administration fees payable

  

4,621

 
  

Custodian fees

  

1,640

 
  

Non-interested Trustees' fees and expenses

  

1,292

 
  

Accrued expenses and other payables

  

4,283

 

Total Liabilities

 

 

185,139

 

Net Assets

 

$

81,015,111

 

Net Assets Consist of:

    
 

Capital (par value and paid-in surplus)

 

$

71,848,326

 
 

Total distributable earnings (loss)

  

9,166,785

 

Total Net Assets

 

$

81,015,111

 

Net Assets

 

$

81,015,111

 
 

Shares Outstanding, $0.01 Par Value (unlimited shares authorized)

  

6,041,181

 

Net Asset Value Per Share

 

$

13.41

 

 

(1) Includes cost of $71,299,918.

(2) Includes cost of $500.

  

See Notes to Financial Statements.

 

Clayton Street Trust

7


Protective Life Dynamic Allocation Series - Growth Portfolio

Statement of Operations

For the year ended December 31, 2019

      

 

 

 

 

 

 

Investment Income:

   

 

Dividends

$

1,531,167

 
 

Dividends from affiliates

 

293,375

 
 

Interest

 

176,091

 
 

Affiliated securities lending income, net

 

17,015

 

Total Investment Income

 

2,017,648

 

Expenses:

   
 

Advisory fees

 

316,817

 
 

12b-1 Distribution and shareholder servicing fees

 

198,011

 
 

Transfer agent administrative fees and expenses

 

79,204

 
 

Other transfer agent fees and expenses

 

2,118

 
 

Professional fees

 

92,812

 
 

Non-affiliated portfolio administration fees

 

41,983

 
 

Affiliated portfolio administration fees

 

32,061

 
 

Non-interested Trustees’ fees and expenses

 

26,023

 
 

Shareholder reports expense

 

17,462

 
 

Custodian fees

 

5,557

 
 

Other expenses

 

32,095

 

Total Expenses

 

844,143

 

Less: Excess Expense Reimbursement and Waivers

 

(266,740)

 

Net Expenses

 

577,403

 

Net Investment Income/(Loss)

 

1,440,245

 

Net Realized Gain/(Loss) on Investments:

   
 

Investments

 

(1,425,543)

 
 

Investments in affiliates

 

302,632

 

Total Net Realized Gain/(Loss) on Investments

 

(1,122,911)

 

Change in Unrealized Net Appreciation/Depreciation:

   
 

Investments

 

8,726,005

 
 

Investments in affiliates

 

(4)

 

Total Change in Unrealized Net Appreciation/Depreciation

 

8,726,001

 

Net Increase/(Decrease) in Net Assets Resulting from Operations

$

9,043,335

 

      
 
 
  

See Notes to Financial Statements.

 

8

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Statements of Changes in Net Assets

         
         

 

 

 

Year ended
December 31, 2019

 

Year ended
December 31, 2018

 
         

Operations:

      
 

Net investment income/(loss)

$

1,440,245

 

$

664,861

 
 

Net realized gain/(loss) on investments

 

(1,122,911)

  

2,143,072

 
 

Change in unrealized net appreciation/depreciation

 

8,726,001

  

(5,974,115)

 

Net Increase/(Decrease) in Net Assets Resulting from Operations

 

9,043,335

 

 

(3,166,182)

 

Dividends and Distributions to Shareholders

      
 

Dividends and Distributions to Shareholders

 

(3,143,723)

  

(723,326)

 

Net Decrease from Dividends and Distributions to Shareholders

 

(3,143,723)

 

 

(723,326)

 

Capital Shares Transactions

 

4,520,931

  

22,468,696

 

Net Increase/(Decrease) in Net Assets

 

10,420,543

 

 

18,579,188

 

Net Assets:

      
 

Beginning of period

 

70,594,568

  

52,015,380

 

 

End of period

$

81,015,111

 

$

70,594,568

 
         
 
 
  

See Notes to Financial Statements.

 

Clayton Street Trust

9


Protective Life Dynamic Allocation Series - Growth Portfolio

Financial Highlights

                
                

For a share outstanding during the year or period ended December 31

 

2019

 

 

2018

 

 

2017

 

 

2016(1)

 

 

Net Asset Value, Beginning of Period

 

$12.45

 

 

$13.06

 

 

$10.72

 

 

$10.00

 

 

Income/(Loss) from Investment Operations:

            
  

Net investment income/(loss)(2)

 

0.23

  

0.14

  

0.19

  

0.13

 
  

Net realized and unrealized gain/(loss)

 

1.23

  

(0.61)

  

2.25

  

0.59

 
 

Total from Investment Operations

 

1.46

 

 

(0.47)

 

 

2.44

 

 

0.72

 

 

Less Dividends and Distributions:

            
  

Dividends (from net investment income)

 

(0.17)

  

(0.14)

  

(0.10)

  

 
  

Distributions (from capital gains)

 

(0.33)

  

  

  

 
 

Total Dividends and Distributions

 

(0.50)

 

 

(0.14)

 

 

(0.10)

 

 

 

 

Net Asset Value, End of Period

 

$13.41

  

$12.45

  

$13.06

  

$10.72

 
 

Total Return*

 

12.00%

 

 

(3.65)%

 

 

22.82%

 

 

7.20%

 

 

Net Assets, End of Period (in thousands)

 

$81,015

  

$70,595

  

$52,015

  

$18,101

 
 

Average Net Assets for the Period (in thousands)

 

$79,176

  

$64,001

  

$34,683

  

$7,512

 
 

Ratios to Average Net Assets**:

 

 

 

 

 

 

 

 

 

 

 

 

  

Ratio of Gross Expenses(3)

 

1.07%

  

1.06%

  

1.33%

  

3.24%

 
  

Ratio of Net Expenses (After Waivers and Expense Offsets)(3)

 

0.73%

  

0.73%

  

0.67%

  

0.73%

 
  

Ratio of Net Investment Income/(Loss)(3)

 

1.82%

  

1.04%

  

1.57%

  

1.79%

 
 

Portfolio Turnover Rate

 

258%

  

87%

  

7%

  

46%

 
                
 

* Total return includes adjustments in accordance with generally accepted accounting principles required at the year or period end and are not annualized for periods of less than one full year. Total return does not include fees, charges, or expenses imposed by the variable annuity contracts for which Clayton Street Trust serves as an underlying investment vehicle.

** Annualized for periods of less than one full year.

(1) Period from April 7, 2016 (inception date) through December 31, 2016.

(2) Per share amounts are calculated based on average shares outstanding during the year or period.

(3) Ratios do not include indirect expenses of the underlying funds and/or investment companies in which the Portfolio invests.

  

See Notes to Financial Statements.

 

10

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes to Financial Statements

1. Organization and Significant Accounting Policies

Protective Life Dynamic Allocation Series - Growth Portfolio (the “Portfolio”) is a series of Clayton Street Trust (the “Trust”), which is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company, and therefore has applied the specialized accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946. The Portfolio operates as a “fund of funds,” meaning substantially all of the Portfolio’s assets may be invested in exchange-traded funds (the “underlying funds”). The Trust offers three portfolios with differing investment objectives and policies. The Portfolio seeks total return through growth of capital, balanced by capital preservation. The Portfolio is classified as diversified, as defined in the 1940 Act.

The Portfolio currently offers one class of shares. The shares are offered in connection with investment in and payments under variable annuity contracts issued exclusively by Protective Life Insurance Company and its affiliates ("Protective Life").

Underlying Funds

During the period, the Portfolio invested in a dynamic portfolio of exchange-traded funds across seven different equity asset classes and a short duration allocation that may be comprised of cash, money market instruments and short duration exchange-traded funds. The equity asset classes are adjusted weekly based on market conditions pursuant to a proprietary, quantitative-based allocation program. Over the long term, and when fully invested, the Portfolio seeks to maintain an asset allocation of approximately 100% global equity investments. Additional details and descriptions of the investment objectives and strategies of each of the potential underlying funds are available in the Portfolio's prospectus.

The following accounting policies have been followed by the Portfolio and are in conformity with accounting principles generally accepted in the United States of America.

Investment Valuation

Securities held by the Portfolio, including the underlying funds, are valued in accordance with policies and procedures established by and under the supervision of the Trustees (the “Valuation Procedures”). The values of the Portfolio's investments in the underlying funds are based upon the closing price of such underlying funds on the applicable exchange. Most debt securities are valued in accordance with the evaluated bid price supplied by the pricing service that is intended to reflect market value. The evaluated bid price supplied by the pricing service is an evaluation that may consider factors such as security prices, yields, maturities, and ratings. Certain short-term securities maturing within 60 days or less may be evaluated and valued on an amortized cost basis provided that the amortized cost determined approximates market value. Securities for which market quotations or evaluated prices are not readily available or are deemed by Janus Capital Management LLC (“Janus Capital”) to be unreliable are valued at fair value determined in good faith under the Valuation Procedures. Circumstances in which fair value pricing may be utilized include, but are not limited to: (i) a significant event that may affect the securities of a single issuer, such as a merger, bankruptcy, or significant issuer-specific development; (ii) an event that may affect an entire market, such as a natural disaster or significant governmental action; (iii) a nonsignificant event such as a market closing early or not opening, or a security trading halt; and (iv) pricing of a nonvalued security and a restricted or nonpublic security. Special valuation considerations may apply with respect to “odd-lot” fixed-income transactions which, due to their small size, may receive evaluated prices by pricing services which reflect a large block trade and not what actually could be obtained for the odd-lot position.

Valuation Inputs Summary

FASB ASC 820, Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value, and expands disclosure requirements regarding fair value measurements. This standard emphasizes that fair value is a market-based measurement that should be determined based on the assumptions that market participants would use in pricing an asset or liability and establishes a hierarchy that prioritizes inputs to valuation techniques used to measure fair value. These inputs are summarized into three broad levels:

Level 1 – Unadjusted quoted prices in active markets the Portfolio has the ability to access for identical assets or liabilities.

Level 2 – Observable inputs other than unadjusted 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 on

  

Clayton Street Trust

11


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes to Financial Statements

an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Assets or liabilities categorized as Level 2 in the hierarchy generally include: debt securities fair valued in accordance with the evaluated bid or ask prices supplied by a pricing service; securities traded on OTC markets and listed securities for which no sales are reported that are fair valued at the latest bid price (or yield equivalent thereof) obtained from one or more dealers transacting in a market for such securities or by a pricing service approved by the Portfolio’s Trustees; and certain short-term debt securities with maturities of 60 days or less that are fair valued at amortized cost. Other securities that may be categorized as Level 2 in the hierarchy include, but are not limited to, preferred stocks, bank loans, swaps, investments in unregistered investment companies, options, and forward contracts.

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

The Portfolio classifies each of its investments in underlying funds as Level 1, without consideration as to the classification level of the specific investments held by the underlying funds. There have been no significant changes in valuation techniques used in valuing any such positions held by the Portfolio since the beginning of the fiscal year.

The inputs or methodology used for fair valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of inputs used as of December 31, 2019 to fair value the Portfolio’s investments in securities and other financial instruments is included in the “Valuation Inputs Summary” in the Notes to Schedule of Investments and Other Information.

Investment Transactions and Investment Income

Investment transactions are accounted for as of the date purchased or sold (trade date). Dividend income is recorded on the ex dividend date. Any distributions from the underlying funds are recorded in accordance with the character of the distributions as designated by the underlying funds. Interest income is recorded daily on the accrual basis and includes amortization of premiums and accretion of discounts. The Portfolio classifies gains and losses on prepayments received as an adjustment to interest income. Debt securities may be placed in non-accrual status and related interest income may be reduced by stopping current accruals and writing off interest receivables when collection of all or a portion of interest has become doubtful. Gains and losses are determined on the identified cost basis, which is the same basis used for federal income tax purposes.

Expenses

The Portfolio bears expenses incurred specifically on its behalf. Additionally, the Portfolio, as a shareholder in the underlying funds, will also indirectly bear its pro rata share of the expenses incurred by the underlying funds.

Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount 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 during the reporting period. Actual results could differ from those estimates.

Indemnifications

In the normal course of business, the Portfolio may enter into contracts that contain provisions for indemnification of other parties against certain potential liabilities. The Portfolio’s maximum exposure under these arrangements is unknown, and would involve future claims that may be made against the Portfolio that have not yet occurred. Currently, the risk of material loss from such claims is considered remote.

Dividends and Distributions

The Portfolio may make semiannual distributions of substantially all of its investment income and an annual distribution of its net realized capital gains (if any).

Federal Income Taxes

The Portfolio intends to continue to qualify as a regulated investment company and distribute all of its taxable income in accordance with the requirements of Subchapter M of the Internal Revenue Code. Management has analyzed the Portfolio’s tax positions taken for all open federal income tax years, generally a three-year period, and has concluded

  

12

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes to Financial Statements

that no provision for federal income tax is required in the Portfolio’s financial statements. The Portfolio is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

2. Other Investments and Strategies

Additional Investment Risk

In the aftermath of the 2007-2008 financial crisis, the financial sector experienced reduced liquidity in credit and other fixed-income markets, and an unusually high degree of volatility, both domestically and internationally. In response to the crisis, the United States and certain foreign governments, along with the U.S. Federal Reserve and certain foreign central banks, took steps to support the financial markets. For example, the enactment of the Dodd-Frank Act in 2010 provided for widespread regulation of financial institutions, consumer financial products and services, broker-dealers, over-the-counter derivatives, investment advisers, credit rating agencies, and mortgage lending, which expanded federal oversight in the financial sector, including the investment management industry. The withdrawal of this support, a failure of measures put in place to respond to the crisis, or investor perception that such efforts were not sufficient could each negatively affect financial markets generally, and the value and liquidity of specific securities. In addition, policy and legislative changes in the United States and in other countries continue to impact many aspects of financial regulation.

A number of countries in the European Union (“EU”) have experienced, and may continue to experience, severe economic and financial difficulties. In particular, many EU nations are susceptible to economic risks associated with high levels of debt. Many non-governmental issuers, and even certain governments, have defaulted on, or been forced to restructure, their debts. Many other issuers have faced difficulties obtaining credit or refinancing existing obligations. Financial institutions have in many cases required government or central bank support, have needed to raise capital, and/or have been impaired in their ability to extend credit. As a result, financial markets in the EU experienced extreme volatility and declines in asset values and liquidity. Responses to these financial problems by European governments, central banks, and others, including austerity measures and reforms, may not work, may result in social unrest, and may limit future growth and economic recovery or have other unintended consequences. The risk of investing in securities in the European markets may also be heightened due to the referendum in which the United Kingdom voted to exit the EU (known as “Brexit”). There is considerable uncertainty about how Brexit will be conducted, how negotiations of necessary treaties and trade agreements will conclude, or how financial markets will react.

Certain areas of the world have historically been prone to and economically sensitive to environmental events such as, but not limited to, hurricanes, earthquakes, typhoons, flooding, tidal waves, tsunamis, erupting volcanoes, wildfires or droughts, tornadoes, mudslides, or other weather-related phenomena. Such disasters, and the resulting physical or economic damage, could have a severe and negative impact on the Portfolio’s or an underlying fund's investment portfolio and, in the longer term, could impair the ability of issuers in which the Portfolio or an underlying fund invests to conduct their businesses as they would under normal conditions. Adverse weather conditions may also have a particularly significant negative effect on issuers in the agricultural sector and on insurance companies that insure against the impact of natural disasters.

Counterparties

Portfolio transactions involving a counterparty are subject to the risk that the counterparty or a third party will not fulfill its obligation to the Portfolio (“counterparty risk”). Counterparty risk may arise because of the counterparty’s financial condition (i.e., financial difficulties, bankruptcy, or insolvency), market activities and developments, or other reasons, whether foreseen or not. A counterparty’s inability to fulfill its obligation may result in significant financial loss to the Portfolio. The Portfolio may be unable to recover its investment from the counterparty or may obtain a limited recovery, and/or recovery may be delayed. The extent of the Portfolio’s exposure to counterparty risk with respect to financial assets and liabilities approximates its carrying value.

The Portfolio may be exposed to counterparty risk through its investments in certain securities, including, but not limited to, repurchase agreements and debt securities. The Portfolio intends to enter into financial transactions with counterparties that Janus Capital believes to be creditworthy at the time of the transaction. There is always the risk that Janus Capital’s analysis of a counterparty’s creditworthiness is incorrect or may change due to market conditions. To the extent that the Portfolio focuses its transactions with a limited number of counterparties, it will have greater exposure to the risks associated with one or more counterparties.

  

Clayton Street Trust

13


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes to Financial Statements

Exchange-Traded Funds

ETFs are typically open-end investment companies, which may be actively managed or passively managed. Passively managed ETFs generally seek to track the performance of a specific index. ETFs are traded on a national securities exchange at market prices that may vary from the net asset value per share (“NAV”) of their underlying investments. Accordingly, there may be times when an ETF trades at a premium or discount to its NAV. As a result, the Portfolio may pay more or less than NAV when it buys ETF shares, and may receive more or less than NAV when it sells those shares. ETFs also involve the risk that an active trading market for an ETF’s shares may not develop or be maintained. Similarly, because the value of ETF shares depends on the demand in the market, the Portfolio may not be able to purchase or sell an ETF at the most optimal time, which could adversely affect the Portfolio’s performance. In addition, ETFs that track particular indices may be unable to match the performance of such underlying indices due to the temporary unavailability of certain index securities in the secondary market or other factors, such as discrepancies with respect to the weighting of securities.

Repurchase Agreements

The Portfolio and other funds advised by Janus Capital or its affiliates may transfer daily uninvested cash balances into one or more joint trading accounts. Assets in the joint trading accounts are invested in money market instruments and the proceeds are allocated to the participating funds on a pro rata basis.

Repurchase agreements held by the Portfolio are fully collateralized, and such collateral is in the possession of the Portfolio’s custodian or, for tri-party agreements, the custodian designated by the agreement. The collateral is evaluated daily to ensure its market value exceeds the current market value of the repurchase agreements, including accrued interest. In the event of default on the obligation to repurchase, the Portfolio has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings.

There were no repurchase agreements held as of December 31, 2019.

Securities Lending

Under procedures adopted by the Trustees, the Portfolio may seek to earn additional income by lending securities to certain qualified broker-dealers and institutions. As of the date of this report, Deutsche Bank AG acted as securities lending agent and a limited purpose custodian or subcustodian to receive and disburse cash balances and cash collateral, hold short-term investments, hold collateral, and perform other custodian functions in accordance with the Agency Securities Lending and Repurchase Agreement. The Portfolio may lend portfolio securities in an amount equal to up to 1/3 of its total assets as determined at the time of the loan origination. There is the risk of delay in recovering a loaned security or the risk of loss in collateral rights if the borrower fails financially. In addition, Janus Capital makes efforts to balance the benefits and risks from granting such loans. All loans will be continuously secured by collateral which may consist of cash, U.S. Government securities, domestic and foreign short-term debt instruments, letters of credit, time deposits, repurchase agreements, money market mutual funds or other money market accounts, or such other collateral as permitted by the SEC. If the Portfolio is unable to recover a security on loan, the Portfolio may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Portfolio. In certain circumstances individual loan transactions could yield negative returns.

Upon receipt of cash collateral, Janus Capital may invest it in affiliated or non-affiliated cash management vehicles, whether registered or unregistered entities, as permitted by the 1940 Act and rules promulgated thereunder. Janus Capital currently intends to primarily invest the cash collateral in a cash management vehicle for which Janus Capital serves as investment adviser, Janus Henderson Cash Collateral Fund LLC. An investment in Janus Henderson Cash Collateral Fund LLC is generally subject to the same risks that shareholders experience when investing in similarly structured vehicles, such as the potential for significant fluctuations in assets as a result of the purchase and redemption activity of the securities lending program, a decline in the value of the collateral, and possible liquidity issues. Such risks may delay the return of the cash collateral and cause the Portfolio to violate its agreement to return the cash collateral to a borrower in a timely manner. As adviser to the Portfolio and Janus Henderson Cash Collateral Fund LLC, Janus Capital has an inherent conflict of interest as a result of its fiduciary duties to both the Portfolio and Janus Henderson Cash Collateral Fund LLC. Additionally, Janus Capital receives an investment advisory fee of 0.05% for managing Janus Henderson Cash Collateral Fund LLC and therefore may have an incentive to allocate collateral to the Janus Henderson Cash Collateral Fund LLC rather than to other collateral management options for which Janus Capital does not receive compensation.

  

14

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes to Financial Statements

The value of the collateral must be at least 102% of the market value of the loaned securities that are denominated in U.S. dollars and 105% of the market value of the loaned securities that are not denominated in U.S. dollars. Loaned securities and related collateral are marked-to-market each business day based upon the market value of the loaned securities at the close of business, employing the most recent available pricing information. Collateral levels are then adjusted based on this mark-to-market evaluation.

The cash collateral invested by Janus Capital is disclosed in the Schedule of Investments (if applicable). Income earned from the investment of the cash collateral, net of rebates paid to, or fees paid by, borrowers and less the fees paid to the lending agent are included as “Affiliated securities lending income, net” on the Statement of Operations.

There were no securities on loan as of December 31, 2019.

3. Investment Advisory Agreements and Other Transactions with Affiliates

The Portfolio pays Janus Capital an investment advisory fee which is calculated daily and paid monthly. The Portfolio’s contractual investment advisory fee rate (expressed as an annual rate) is 0.40%.

Janus Capital has contractually agreed to waive the advisory fee payable by the Portfolio or reimburse expenses in an amount equal to the amount, if any, that the Portfolio’s normal operating expenses including the investment advisory fee, but excluding the 12b-1 distribution and shareholder servicing fees, administrative services fees payable pursuant to the Transfer Agency Agreement, brokerage commissions, interest, dividends, taxes and extraordinary expenses, exceed the annual rate of 0.55% of the Portfolio’s average daily net assets. Janus Capital has agreed to continue the waiver until at least May 1, 2020. If applicable, amounts reimbursed to the Portfolio by Janus Capital are disclosed as “Excess Expense Reimbursement and Waivers” on the Statement of Operations.

Janus Capital may recover from the Portfolio fees and expenses previously waived or reimbursed during the period beginning with the Portfolio’s commencement of operations and ending on the third anniversary of the commencement of operations (“Recoupment Period”). The Recoupment Period closed on April 7, 2019. Janus Capital may elect to recoup such amounts only if: (i) recoupment is obtained within three years from the date an amount is waived or reimbursed to the Portfolio, and (ii) the Portfolio’s expense ratio at the time of recoupment, inclusive of the recoupment amounts, does not exceed the expense limit at the time of waiver or at the time of recoupment. If applicable, this amount is disclosed as “Recoupment expense” on the Statement of Operations. During the period ended December 31, 2019, Janus Capital reimbursed the Portfolio $227,153 of fees and expenses, of which $36,068 are eligible for recoupment. As of December 31, 2019, the aggregate amount of recoupment that may potentially be made to Janus Capital is $519,808.

Janus Capital has also contractually agreed to waive and/or reimburse a portion of the Portfolio's management fee in an amount equal to the management fee it earns as an investment adviser to any of the affiliated registered mutual funds (including exchange traded funds) in which the Portfolio invests. Janus Capital has agreed to continue the waiver until at least May 1, 2020. Janus Capital may not recover amounts previously waived or reimbursed under this agreement. During the period ended December 31, 2019, Janus Capital waived $39,587 of the Portfolio’s management fee, attributable to the Portfolio’s investment in the Janus Henderson Short Duration Income ETF.

Janus Services LLC (“Janus Services”), a wholly-owned subsidiary of Janus Capital, is the Portfolio’s transfer agent. In addition, Janus Services provides or arranges for the provision of certain other administrative services including, but not limited to, recordkeeping, accounting, order processing, and other shareholder services for the Portfolio. These amounts are disclosed as “Other transfer agent fees and expenses” on the Statement of Operations.

Janus Services receives an administrative services fee at an annual rate of 0.10% of the Portfolio’s average daily net assets for providing, or arranging for the provision by Protective Life of administrative services, including recordkeeping, subaccounting, order processing, or other shareholder services provided on behalf of shareholders of the Portfolio. Janus Services expects to use this entire fee to compensate Protective Life for providing these services to its customers who invest in the Portfolio. These amounts are disclosed as “Transfer agent administrative fees and expenses” on the Statement of Operations.

Services provided by Protective Life may include, but are not limited to, recordkeeping, subaccounting, order processing, providing order confirmations, periodic statements, forwarding prospectuses, shareholder reports, and other materials to existing contract holders, answering inquiries regarding accounts, and other administrative services. Order processing

  

Clayton Street Trust

15


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes to Financial Statements

includes the submission of transactions through the National Securities Clearing Corporation (“NSCC”) or similar systems, or those processed on a manual basis with Janus Capital.

Under a distribution and shareholder servicing plan (the "Plan") adopted in accordance with Rule 12b-1 under the 1940 Act, the Portfolio may pay the Trust's distributor, Janus Distributors LLC dba Janus Henderson Distributors ("Janus Henderson Distributors"), a wholly-owned subsidiary of Janus Capital, a fee at an annual rate of up to 0.25% of the average daily net assets of the Portfolio. Under the terms of the Plan, the Trust is authorized to make payments to Janus Distributors for remittance to Protective Life or other intermediaries as compensation for distribution and/or shareholder services performed by Protective Life or its agents, or by such intermediary.

Amounts that have been paid are disclosed as “12b-1 Distribution and shareholder servicing fees” on the Statement of Operations. Such payments are not tied exclusively to actual 12b-1 distribution and servicing fees, and the payments or accruals may exceed 12b-1 distribution and servicing fees actually incurred. If any of the Portfolio’s actual 12b-1 distribution and servicing fees incurred during a calendar year are less than the payments made during a calendar year, the Portfolio will be refunded the difference. Refunds, if any, are included in “12b-1 Distribution and shareholder servicing fees” in the Statement of Operations.

Janus Capital serves as administrator to the Portfolio pursuant to an administration agreement between Janus Capital and the Trust. Under the administration agreement, Janus Capital provides oversight and coordination of the Portfolio’s service providers, recordkeeping, and other administrative services, and is reimbursed by the Portfolio for certain of its costs in providing these services (to the extent Janus Capital seeks reimbursement and such costs are not otherwise waived). In addition, employees of Janus Capital and/or its affiliates may serve as officers of the Trust. The Portfolio pays for some or all of the salaries, fees, and expenses of Janus Capital employees and Portfolio officers, with respect to certain specified administration functions they perform on behalf of the Portfolio. The Portfolio pays these costs based on out-of-pocket expenses incurred by Janus Capital, and these costs are separate and apart from advisory fees and other expenses paid in connection with the investment advisory services Janus Capital provides to the Portfolio. These amounts are disclosed as “Affiliated Portfolio administration fees” on the Statement of Operations. In addition, some expenses related to compensation payable to the Portfolio’s Chief Compliance Officer and certain compliance staff, all of whom are employees of Janus Capital and/or its affiliates are shared with the Portfolio. Total compensation of $89,425 was paid to the Chief Compliance Officer and certain compliance staff by the Trust during the year ended December 31, 2019. The Portfolio's portion is reported as part of “Other expenses” on the Statement of Operations.

Any purchases and sales, realized gains/losses and recorded dividends from affiliated investments during the year ended December 31, 2019 can be found in the “Schedules of Affiliated Investments” located in the Schedule of Investments.

The Portfolio is permitted to purchase or sell securities (“cross-trade”) between itself and other funds or accounts managed by Janus Capital in accordance with Rule 17a-7 under the Investment Company Act of 1940 (“Rule 17a-7”), when the transaction is consistent with the investment objectives and policies of the Portfolio and in accordance with the Internal Cross Trade Procedures adopted by the Trust’s Board of Trustees. These procedures have been designed to ensure that any cross-trade of securities by the Portfolio from or to another fund or account that is or could be considered an affiliate of the Portfolio under certain limited circumstances by virtue of having a common investment adviser, common Officer, or common Trustee complies with Rule 17a-7. Under these procedures, each cross-trade is effected at the current market price to save costs where allowed. During the year ended December 31, 2019, the Portfolio engaged in cross trades amounting to $1,117,676 in purchases and $2,294,293 in sales, resulting in a net realized gain of $11,454. The net realized gain is included within the “Net Realized Gain/(Loss) on Investments” section of the Portfolio’s Statement of Operations.

4. Federal Income Tax

The tax components of capital shown in the table below represent: (1) distribution requirements the Portfolio must satisfy under the income tax regulations; (2) losses or deductions the Portfolio may be able to offset against income and gains realized in future years; and (3) unrealized appreciation or depreciation of investments for federal income tax purposes.

The Portfolio has elected to treat gains and losses on forward foreign currency contracts as capital gains and losses, if applicable. Other foreign currency gains and losses on debt instruments are treated as ordinary income for federal income tax purposes pursuant to Section 988 of the Internal Revenue Code.

  

16

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes to Financial Statements

        
   

Loss Deferrals

Other Book

Net Tax

 

Undistributed
Ordinary Income

Undistributed
Long-Term Gains

Accumulated
Capital Losses

Late-Year
Ordinary Loss

Post-October
Capital Loss

to Tax
Differences

Appreciation/
(Depreciation)

 

$ 676,789

$ 780,118

$ -

$ -

$ -

$ -

$ 7,709,878

 

The aggregate cost of investments and the composition of unrealized appreciation and depreciation of investment securities for federal income tax purposes as of December 31, 2019 are noted below. The primary difference between book and tax appreciation or depreciation of investments is wash sale loss deferrals.

    

Federal Tax Cost

Unrealized
Appreciation

Unrealized
(Depreciation)

Net Tax Appreciation/
(Depreciation)

$ 73,275,571

$ 8,196,989

$ (487,111)

$ 7,709,878

    

Income and capital gains distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences are due to differing treatments for items such as net short-term gains, deferral of wash sale losses, and capital loss carryovers. Certain permanent differences such as tax returns of capital and net investment losses noted below have been reclassified to capital.

     

For the year ended December 31, 2019

 

Distributions

  

From Ordinary Income

From Long-Term Capital Gains

Tax Return of Capital

Net Investment Loss

 

$ 1,035,531

$ 2,108,192

$ -

$ -

 
     

For the year ended December 31, 2018

 

Distributions

  

From Ordinary Income

From Long-Term Capital Gains

Tax Return of Capital

Net Investment Loss

 

$ 723,326

$ -

$ -

$ -

 

Permanent book to tax basis differences may result in reclassifications between the components of net assets. These differences have no impact on the results of operations or net assets. The following reclassifications have been made to the Portfolio:

   
   

Increase/(Decrease) to Capital

Increase/(Decrease) to Undistributed
Net Investment Income/Loss

Increase/(Decrease) to Undistributed
Net Realized Gain/Loss

$ -

$ -

$ -

   

5. Capital Share Transactions

       
       
  

Year ended December 31, 2019

 

Year ended December 31, 2018

  

Shares

Amount

 

Shares

Amount

       

Shares sold

1,359,317

$17,048,603

 

1,866,803

$24,817,542

Reinvested dividends and distributions

251,511

3,143,723

 

55,280

723,326

Shares repurchased

(1,239,461)

(15,671,395)

 

(235,614)

(3,072,172)

Net Increase/(Decrease)

371,367

$ 4,520,931

 

1,686,469

$22,468,696

  

Clayton Street Trust

17


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes to Financial Statements

6. Purchases and Sales of Investment Securities

For the year ended December 31, 2019, the aggregate cost of purchases and proceeds from sales of investment securities (excluding any short-term securities, short-term options contracts, TBAs, and in-kind transactions, as applicable) was as follows:

    

Purchases of
Securities

Proceeds from Sales
of Securities

Purchases of Long-
Term U.S. Government
Obligations

Proceeds from Sales
of Long-Term U.S.
Government Obligations

$244,064,640

$ 177,411,389

$ -

$ -

7. Recent Accounting Pronouncements

The FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820), in August 2018. The new guidance removes, modifies and enhances the disclosures to Topic 820. For public entities, the amendments are effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. An entity is permitted, and Management has decided, to early adopt the removed and modified disclosures in these financial statements.

8. Subsequent Event

Management has evaluated whether any events or transactions occurred subsequent to December 31, 2019 and through the date of issuance of the Portfolio’s financial statements and determined that there were no material events or transactions that would require recognition or disclosure in the Portfolio’s financial statements.

  

18

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Clayton Street Trust and Shareholders of Protective Life Dynamic Allocation Series - Growth Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Protective Life Dynamic Allocation Series - Growth Portfolio (one of the portfolios constituting Clayton Street Trust, referred to hereafter as the “Portfolio”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for each of the two years in the period ended December 31, 2019, including the related notes, and the financial highlights for each of the three years in the period ended December 31, 2019 and for the period April 7, 2016 (commencement of operations) through December 31, 2016 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Portfolio as of December 31, 2019, 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 ended December 31, 2019 and the financial highlights for each of the three years in the period ended December 31, 2019 and for the period April 7, 2016 (commencement of operations) through December 31, 2016 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Portfolio’s management. Our responsibility is to express an opinion on the Portfolio’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Portfolio in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

Denver, Colorado
February 14, 2020

We have served as the auditor of one or more investment companies in Janus Henderson Funds since 1990.

  

Janus Clayton Street Trust

19


Protective Life Dynamic Allocation Series - Growth Portfolio

Additional Information (unaudited)

Proxy Voting Policies and Voting Record

A description of the policies and procedures that the Portfolio uses to determine how to vote proxies relating to its portfolio securities is available without charge: (i) upon request, by calling 1-800-525-0020 (toll free); (ii) on the Portfolio’s website at janushenderson.com/proxyvoting; and (iii) on the SEC’s website at http://www.sec.gov.

Quarterly Portfolio Holdings

The Portfolio files its complete portfolio holdings (schedule of investments) with the SEC for the first and third quarters of each fiscal year as an exhibit to Form N-PORT within 60 days of the end of such fiscal quarter. Historically, the Portfolio filed its complete portfolio holdings (schedule of investments) with the SEC for the first and third quarters each fiscal year on Form N-Q. The Portfolio’s Form N-PORT and Form N-Q filings: (i) are available on the SEC’s website at http://www.sec.gov; (ii) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (information on the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iii) is available without charge, upon request, by calling Janus Henderson at 1-800-525-0020 (toll free).

  

20

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Useful Information About Your Portfolio Report (unaudited)

Management Commentary

The Management Commentary in this report includes valuable insight as well as statistical information to help you understand how your Portfolio’s performance and characteristics stack up against those of comparable indices.

If the Portfolio invests in foreign securities, this report may include information about country exposure. Country exposure is based primarily on the country of risk. A company may be allocated to a country based on other factors such as location of the company’s principal office, the location of the principal trading market for the company’s securities, or the country where a majority of the company’s revenues are derived.

Please keep in mind that the opinions expressed in the Management Commentary are just that: opinions. They are a reflection based on best judgment at the time this report was compiled, which was December 31, 2019. As the investing environment changes, so could opinions. These views are unique and are not necessarily shared by fellow employees or by Janus Henderson in general.

Performance Overviews

Performance overview graphs compare the performance of a hypothetical $10,000 investment in the Portfolio with one or more widely used market indices. When comparing the performance of the Portfolio with an index, keep in mind that market indices are not available for investment and do not reflect deduction of expenses.

Average annual total returns are quoted for a Portfolio with more than one year of performance history. Average annual total return is calculated by taking the growth or decline in value of an investment over a period of time, including reinvestment of dividends and distributions, then calculating the annual compounded percentage rate that would have produced the same result had the rate of growth been constant throughout the period. Average annual total return does not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or redemptions of Portfolio shares.

Cumulative total returns are quoted for a Portfolio with less than one year of performance history. Cumulative total return is the growth or decline in value of an investment over time, independent of the period of time involved. Cumulative total return does not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or redemptions of Portfolio shares.

Pursuant to federal securities rules, expense ratios shown in the performance chart reflect subsidized (if applicable) and unsubsidized ratios. The total annual fund operating expenses ratio is gross of any fee waivers, reflecting the Portfolio’s unsubsidized expense ratio. The net annual fund operating expenses ratio (if applicable) includes contractual waivers of Janus Capital and reflects the Portfolio’s subsidized expense ratio. Ratios may be higher or lower than those shown in the “Financial Highlights” in this report.

Schedule of Investments

Following the performance overview section is the Portfolio’s Schedule of Investments. This schedule reports the types of securities held in the Portfolio on the last day of the reporting period. Securities are usually listed by type (common stock, corporate bonds, U.S. Government obligations, etc.) and by industry classification (banking, communications, insurance, etc.). Holdings are subject to change without notice.

The value of each security is quoted as of the last day of the reporting period. The value of securities denominated in foreign currencies is converted into U.S. dollars.

If the Portfolio invests in foreign securities, it will also provide a summary of investments by country. This summary reports the Portfolio exposure to different countries by providing the percentage of securities invested in each country. The country of each security represents the country of risk. The Portfolio’s Schedule of Investments relies upon the industry group and country classifications published by Barclays and/or MSCI Inc.

Tables listing details of individual forward currency contracts, futures, written options, swaptions, and swaps follow the Portfolio’s Schedule of Investments (if applicable).

Statement of Assets and Liabilities

This statement is often referred to as the “balance sheet.” It lists the assets and liabilities of the Portfolio on the last day of the reporting period.

  

Clayton Street Trust

21


Protective Life Dynamic Allocation Series - Growth Portfolio

Useful Information About Your Portfolio Report (unaudited)

The Portfolio’s assets are calculated by adding the value of the securities owned, the receivable for securities sold but not yet settled, the receivable for dividends declared but not yet received on securities owned, and the receivable for Portfolio shares sold to investors but not yet settled. The Portfolio’s liabilities include payables for securities purchased but not yet settled, Portfolio shares redeemed but not yet paid, and expenses owed but not yet paid. Additionally, there may be other assets and liabilities such as unrealized gain or loss on forward currency contracts.

The section entitled “Net Assets Consist of” breaks down the components of the Portfolio’s net assets. Because the Portfolio must distribute substantially all earnings, you will notice that a significant portion of net assets is shareholder capital.

The last section of this statement reports the net asset value (“NAV”) per share on the last day of the reporting period. The NAV is calculated by dividing the Portfolio’s net assets for each share class (assets minus liabilities) by the number of shares outstanding.

Statement of Operations

This statement details the Portfolio’s income, expenses, realized gains and losses on securities and currency transactions, and changes in unrealized appreciation or depreciation of Portfolio holdings.

The first section in this statement, entitled “Investment Income,” reports the dividends earned from securities and interest earned from interest-bearing securities in the Portfolio.

The next section reports the expenses incurred by the Portfolio, including the advisory fee paid to the investment adviser, transfer agent fees and expenses, and printing and postage for mailing statements, financial reports and prospectuses. Expense offsets and expense reimbursements, if any, are also shown.

The last section lists the amounts of realized gains or losses from investment and foreign currency transactions, and changes in unrealized appreciation or depreciation of investments and foreign currency-denominated assets and liabilities. The Portfolio will realize a gain (or loss) when it sells its position in a particular security. A change in unrealized gain (or loss) refers to the change in net appreciation or depreciation of the Portfolio during the reporting period. “Net Realized and Unrealized Gain/(Loss) on Investments” is affected both by changes in the market value of Portfolio holdings and by gains (or losses) realized during the reporting period.

Statements of Changes in Net Assets

These statements report the increase or decrease in the Portfolio’s net assets during the reporting period. Changes in the Portfolio’s net assets are attributable to investment operations, dividends and distributions to investors, and capital share transactions. This is important to investors because it shows exactly what caused the Portfolio’s net asset size to change during the period.

The first section summarizes the information from the Statement of Operations regarding changes in net assets due to the Portfolio’s investment operations. The Portfolio’s net assets may also change as a result of dividend and capital gains distributions to investors. If investors receive their dividends and/or distributions in cash, money is taken out of the Portfolio to pay the dividend and/or distribution. If investors reinvest their dividends and/or distributions, the Portfolio’s net assets will not be affected. If you compare the Portfolio’s “Net Decrease from Dividends and Distributions” to “Reinvested Dividends and Distributions,” you will notice that dividends and distributions have little effect on the Portfolio’s net assets. This is because the majority of the Portfolio’s investors reinvest their dividends and/or distributions.

The reinvestment of dividends and distributions is included under “Capital Share Transactions.” “Capital Shares” refers to the money investors contribute to the Portfolio through purchases or withdrawals via redemptions. The Portfolio’s net assets will increase and decrease in value as investors purchase and redeem shares from the Portfolio.

Financial Highlights

This schedule provides a per-share breakdown of the components that affect the Portfolio’s NAV for current and past reporting periods as well as total return, asset size, ratios, and portfolio turnover rate.

The first line in the table reflects the NAV per share at the beginning of the reporting period. The next line reports the net investment income/(loss) per share. Following is the per share total of net gains/(losses), realized and unrealized. Per share dividends and distributions to investors are then subtracted to arrive at the NAV per share at the end of the period. The next line reflects the total return for the period. The total return may include adjustments in accordance with

  

22

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Useful Information About Your Portfolio Report (unaudited)

generally accepted accounting principles required at the period end for financial reporting purposes. As a result, the total return may differ from the total return reflected for individual shareholder transactions. Also included are ratios of expenses and net investment income to average net assets.

The Portfolio’s expenses may be reduced through expense offsets and expense reimbursements. The ratios shown reflect expenses before and after any such offsets and reimbursements.

The ratio of net investment income/(loss) summarizes the income earned less expenses, divided by the average net assets of the Portfolio during the reporting period. Do not confuse this ratio with the Portfolio’s yield. The net investment income ratio is not a true measure of the Portfolio’s yield because it does not take into account the dividends distributed to the Portfolio’s investors.

The next figure is the portfolio turnover rate, which measures the buying and selling activity in the Portfolio. Portfolio turnover is affected by market conditions, changes in the asset size of the Portfolio, fluctuating volume of shareholder purchase and redemption orders, the nature of the Portfolio’s investments, and the investment style and/or outlook of the portfolio manager(s) and/or investment personnel. A 100% rate implies that an amount equal to the value of the entire portfolio was replaced once during the fiscal year; a 50% rate means that an amount equal to the value of half the portfolio is traded in a year; and a 200% rate means that an amount equal to the value of the entire portfolio is traded every six months.

  

Clayton Street Trust

23


Protective Life Dynamic Allocation Series - Growth Portfolio

Designation Requirements (unaudited)

For federal income tax purposes, the Portfolio designated the following for the year ended December 31, 2019:

  
 

 

Capital Gain Distributions

$2,108,192

Foreign Taxes Paid

$37,033

Foreign Source Income

$409,414

Dividends Received Deduction Percentage

46%

  

24

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Trustees and Officers (unaudited)

The Portfolio’s Statement of Additional Information includes additional information about the Trustees and officers and is available, without charge, by calling 1-877-335-2687.

The following are the Trustees and officers of the Trust, together with a brief description of their principal occupations during the last five years (principal occupations for certain Trustees may include periods over five years).

Each Trustee has served in that capacity since he or she was originally elected or appointed. The Trustees do not serve a specified term of office. Each Trustee will hold office until the termination of the Trust or his or her earlier death, resignation, retirement, incapacity, or removal. Under the Portfolio’s Governance Procedures and Guidelines, the policy is for Trustees to retire no later than the end of the calendar year in which the Trustee turns 75. The Trustees review the Portfolio’s Governance Procedures and Guidelines from time to time and may make changes they deem appropriate. The Portfolio’s Nominating and Governance Committee will consider nominees for the position of Trustee recommended by shareholders. Shareholders may submit the name of a candidate for consideration by the Committee by submitting their recommendations to the Trust’s Secretary. Each Trustee is currently a Trustee of one other registered investment company advised by Janus Capital: Janus Detroit Street Trust. Collectively, these two registered investment companies consist of 10 series or funds referred to herein as the Fund Complex.

The Trust’s officers are elected annually by the Trustees for a one-year term. Certain officers also serve as officers of Janus Detroit Street Trust. Certain officers of the Portfolio may also be officers and/or directors of Janus Capital. Except as otherwise disclosed, Portfolio officers receive no compensation from the Portfolio, except for the Portfolio’s Chief Compliance Officer, as authorized by the Trustees.

  

Janus Clayton Street Trust

25


Protective Life Dynamic Allocation Series - Growth Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Independent Trustees

    

Clifford J. Weber

151 Detroit Street

Denver, CO 80206

DOB: 1963

Chairman

Trustee

2/16-Present

2/16-Present

Owner, Financial Products Consulting Group LLC (consulting services to financial institutions) (since 2015). Formerly, Executive Vice President of Global Index and Exchange- Traded Products, NYSE Market, Inc., a subsidiary of Intercontinental Exchange (ETF/ETP listing exchange) (2013-2015) and Executive Vice President and Head of Strategy and Product Development, NYSE Life U.S., a division of NYSE Euronext (U.S. futures exchange) (2008-2013).

10

Independent Trustee, Clough Funds Trust (investment company) (since 2015). Chairman, Clough Funds Trust (since 2017), Independent Trustee, Clough Global Dividend and Income Fund (closed-end fund) (since 2017), Independent Trustee, Clough Global Opportunities Fund (closed-end fund) (since 2017), Independent Trustee, Clough Global Equity Fund (closed-end fund) (since 2017), Independent Trustee, Elevation ETF Trust (investment company) (2016-2018), Chairman, Elevation ETF Trust (2016-2018), and Independent Trustee, Global X Funds (investment company) (since 2018).

  

26

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Independent Trustees

    

Maureen T. Upton

151 Detroit Street

Denver, CO 80206

DOB: 1965

Trustee

2/16-Present

Principal, Maureen Upton Ltd. (consulting services to developers of major infrastructure projects and investors) (since 2017). Formerly, Principal Consultant, SRK Consulting (U.S.), Inc. (consulting services to global mining, energy and water resource industries) (2015-2017) and Founder and Principal, Resource Initiatives LLC (sustainability consulting firm) (2006-2015).

10

Director, Restoring Connections (non profit organization) (since 2019). Formerly, Director, Denver Metro Leadership Foundation (non profit organization) (2012-2014).

  

Janus Clayton Street Trust

27


Protective Life Dynamic Allocation Series - Growth Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Independent Trustees

    

Jeffrey B. Weeden

151 Detroit Street

Denver, CO 80206

DOB: 1956

Trustee

2/16-Present

Senior Advisor, BayBoston Capital LP (investment fund in banks and bank holdings companies) (since 2015). Formerly, Management Advisor, BoxCast, Inc. (technology start-up company) (2014-2017) and Senior Executive Vice President and Chief Financial Officer, KeyCorp (financial services) (2002-2013).

10

Director, State Farm Bank (banking) (since 2014).

  

28

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Interested Trustees

    

Michael Drew Elder**

151 Detroit Street

Denver, CO 80206

DOB: 1970

Trustee

8/15-10/19

Co-Head of Global Distribution, Janus Henderson Investors (2018-2019) and President, Janus Henderson Distributors (broker-dealer) (2014-2019). Formerly, Head of U.S. Intermediary Distribution, Janus Capital Management LLC (2015-2018); Executive Vice President, Janus Capital Group Inc. (2015-2017); Senior Vice President, Janus Capital Management LLC (2007-2015), Janus Distributors LLC (2010-2014), and Janus Services LLC (2010-2015).

10

Director, Perkins Investment Management LLC (2014-2019).

Richard C. Hoge***

151 Detroit Street

Denver, CO 80206

DOB: 1966

Trustee

1/20 – Present

Chief Operating Officer – Exchange Traded Products, Janus Henderson Investors (since 2014); Registered Representative, Janus Henderson Distributors (broker-dealer) (since 2014)

10

Director, VelocityCapital LongShort Volatility Fund (hedge fund) (2012 – 2016)

*Each Trustee also serves as a trustee to the Janus Detroit Street Trust, which is currently comprised of seven portfolios.

**Michael Drew Elder resigned as Interested Trustee of the Trust and the Clayton Street Trust, effective October 16, 2019. During his tenure, Mr. Elder was an Interested Trustee because of his employment with Janus Capital.

***Mr. Hoge was elected to serve as Trustee of the Trust and the Janus Detroit Street Trust on January 15, 2020. Mr. Hoge is an Interested Trustee because of his employment with Janus Henderson Investors.

  

Janus Clayton Street Trust

29


Protective Life Dynamic Allocation Series - Growth Portfolio

Trustees and Officers (unaudited)

OFFICERS

    

Name, Address, and Age

Positions Held with the Trust

Term of Office*

and Length of

Time Served

Principal Occupations During the Past Five Years

    

Bruce L. Koepfgen

151 Detroit Street

Denver, CO 80206

DOB: 1952

President and Chief Executive Officer

2/16-Present

Executive Vice President, Head of North America for Janus Henderson Investors and Janus Capital Management LLC (since 2017); President, Geneva Capital Management LLC (since 2017); Executive Vice President and Director of Janus International Holding LLC (since 2011); Executive Vice President of Janus Distributors LLC (since 2011); Executive Vice President and Working Director of INTECH Investment Management LLC (since 2011); Executive Vice President of Perkins Investment Management LLC (since 2011); and Executive Vice President and Director of Janus Management Holdings Corporation (since 2011). Formerly, President of Janus Capital Group Inc. and Janus Capital Management LLC (2013-2017); Executive Vice President of Janus Services LLC (2011-2015), Janus Capital Group Inc. and Janus Capital Management LLC (2011-2013); Manager of Perkins Investment Management (2011-2019); and Chief Financial Officer of Janus Capital Group Inc., Janus Capital Management LLC, Janus Distributors LLC, Janus Management Holdings Corporation, and Janus Services LLC (2011-2013).

Susan K. Wold

151 Detroit Street

Denver, CO 80206

DOB: 1960

Vice President, Chief Compliance Officer, and Anti- Money Laundering Officer

9/17-Present

Head of Compliance, North America for Janus Henderson (since September 2017); Formerly Vice President, Head of Global Corporate Compliance, and Chief Compliance Officer for Janus Capital Management LLC (May 2017-September 2017); Vice President, Compliance at Janus Capital Group and Janus Capital Management LLC (2005-2017).

* Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

  

30

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Trustees and Officers (unaudited)

    

Name, Address, and Age

Positions Held with the Trust

Term of Office*

and Length of

Time Served

Principal Occupations During the Past Five Years

Jesper Nergaard

151 Detroit Street

Denver, CO 80206

DOB: 1962

Vice President, Chief Financial Officer, Treasurer, and Principal Accounting Officer

2/16-Present

Head of U.S. Fund Administration, Janus Henderson Investors

Byron D. Hittle

151 Detroit Street

Denver, CO 80206

DOB: 1974

Vice President, Secretary and Chief Legal Officer

7/18-Present

Assistant General Counsel of Janus Henderson Investors (2017-present); Assistant Vice President and Senior Legal Counsel Janus Capital Management LLC (2012-2016).

OFFICERS

* Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

  

Janus Clayton Street Trust

31


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes

NotesPage1

  

32

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Growth Portfolio

Notes

NotesPage2

  

Clayton Street Trust

33


         
     
     
     

This report is submitted for the general information of shareholders of the Portfolio. It is not an offer or solicitation for the Portfolio and is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.

Janus Henderson, Janus and Knowledge. Shared are trademarks of Janus Henderson Group plc or one of its subsidiaries. © Janus Henderson Group plc.

Protective Life Dynamic Allocation Series Portfolios are distributed by Janus Henderson Distributors and exclusively offered in connection with variable annuity contracts issued by Protective Life Insurance Company and its affiliates. Janus Henderson is not affiliated with Protective Life.

    

109-02-93065 02-20


    
   
  

ANNUAL REPORT

December 31, 2019

  
 

Protective Life Dynamic Allocation Series - Moderate Portfolio

  
 

Clayton Street Trust

  

 

   
  

HIGHLIGHTS

· Portfolio management perspective

· Investment strategy behind your portfolio

· Portfolio performance, characteristics
and holdings


Table of Contents

Protective Life Dynamic Allocation Series - Moderate Portfolio

  

Management Commentary and Schedule of Investments

1

Notes to Schedule of Investments and Other Information

6

Statement of Assets and Liabilities

7

Statement of Operations

8

Statements of Changes in Net Assets

9

Financial Highlights

10

Notes to Financial Statements

11

Report of Independent Registered Public Accounting Firm

19

Additional Information

20

Useful Information About Your Portfolio Report

21

Designation Requirements

24

Trustees and Officers

25


Protective Life Dynamic Allocation Series - Moderate Portfolio (unaudited)

      

PORTFOLIO SNAPSHOT

This global asset allocation portfolio can help investors remove the emotion from investing by following

a rules-based asset allocation process. The Portfolio looks to shift equity allocations to and from short-term investments weekly based on defined market signals while maintaining consistent exposure to intermediate-term fixed income assets, with a goal to grow assets over time while mitigating downside risk.

   

Benjamin Wang

co-portfolio manager

Scott M. Weiner

co-portfolio manager

   

PERFORMANCE OVERVIEW

Protective Life Dynamic Allocation Series – Moderate Portfolio returned 10.58% for the 12-month period ending December 31, 2019. This compares with a return of 26.60% for its primary benchmark, the MSCI All Country World IndexSM, and 20.31% for its secondary benchmark, the Protective Life Moderate Allocation Index, which is our internally calculated blended benchmark of 65% MSCI All Country World Index and 35% Bloomberg Barclays U.S. Aggregate Bond Index.

MARKET ENVIRONMENT

Global financial markets rallied during the 12-month period. Falling bond yields – most notably among U.S. Treasuries – drove early bond gains as markets reacted positively to the Federal Reserve’s (Fed) pivot back toward more accommodative policy. Riskier assets such as equities and corporate credits rallied, too, with investors interpreting the Fed’s move as being conducive for growth. The Fed’s action, however, was driven by souring global growth forecasts on the back of heightened trade tensions. In fact, the U.S. Treasuries curve experienced a period when yields on shorter-dated maturities exceeded those of longer-dated bonds, an occurrence that many interpret as a sign of looming recession. For much of the year, U.S. stocks outperformed their global peers as the country was perceived to have better growth prospects. As markets entered the autumn, growing anticipation that the U.S. and China would reach a favorable agreement in their trade impasse allowed the rally in riskier assets to accelerate. This benefited stocks – with many U.S. benchmarks establishing record highs – and corporate credits, especially high-yield issuers. In contrast, better growth prospects caused the Treasuries yield curve to steepen over the final months of the year, which resulted in sovereign debt giving back some of their early-year gains.

PERFORMANCE DISCUSSION

Underperformance was largely the consequence of the strategy being underweight equities during the period’s opening months. As a consequence of late-2018 market volatility, the Portfolio, by design, reduced its exposure to equities. Reallocation between asset classes occurs in an incremental manner in order to monitor weekly market moves and adjust position sizes accordingly. After having reduced our exposure to equities, the markets quickly rallied and the incremental reallocation back into stocks meant the Portfolio did not fully capture the upside move. For the year, on a specific contribution basis, the Portfolio’s allocation to small-cap U.S. equities weighed most on results, with exposure to Asia ex Japan equities also detracting. The former was indicative of the recent trend of smaller-cap stocks lagging larger-caps, especially technology-focused, mega-cap names. Asian shares were likely held back due to their direct linkages with China’s supply chain and the general outperformance by large-cap U.S. stocks in recent quarters. Contributing to performance was the Portfolio’s allocation to large-cap U.S. stocks and core U.S. bonds.

Thank you for investing in Protective Life Dynamic Allocation Series – Moderate Portfolio.

      

Asset Allocation - (% of Net Assets)

Investment Companies

 

99.7%

Other

 

0.3%

  

100.0%

  

Clayton Street Trust

1


Protective Life Dynamic Allocation Series - Moderate Portfolio (unaudited)

Performance

 

See important disclosures on the next page.

         
        
     

 

  

Average Annual Total Return - for the periods ended December 31, 2019

 

 

Expense Ratios

 

 

One
Year

Since
Inception*

 

 

Total Annual Fund
Operating Expenses

Net Annual Fund
Operating Expenses

Protective Life Dynamic Allocation Series - Moderate Portfolio

 

10.58%

7.27%

 

 

1.12%

0.90%

MSCI All Country World Index

 

26.60%

12.58%

 

 

 

 

Protective Life Moderate Allocation Index

 

20.31%

9.29%

 

 

 

 

Morningstar Quartile - Class S Shares

 

4th

4th

 

 

 

 

Morningstar Ranking - based on total returns for Insurance Allocation--50% to 70% Equity Funds

 

381/381

321/353

 

 

 

 

Returns quoted are past performance and do not guarantee future results; current performance may be lower or higher. Investment returns and principal value will vary; there may be a gain or loss when shares are sold. For the most recent month-end performance call 800.456.6330.

Net expense ratios reflect expense waivers, if any, contractually agreed to through May 1, 2020.

 
 

Investing involves risk and it is possible to lose money by investing. Investment return and value will fluctuate in response to issuer, political, market and economic developments, which can affect a single issuer, issuers within an industry, economic sector or geographic region, or the market as a whole. Please see the prospectus for more information about risks, holdings and other details.

Performance of the Dynamic Allocation Series Portfolios depends on that of the underlying funds. They are subject to risk with respect to the aggregation of holdings of underlying funds which may result in increased volatility as a result of indirectly having concentrated assets in a particular industry, geographical sector, or single company.

No assurance can be given that the investment strategy will be successful under all or any market conditions. Janus Capital Management has limited prior experience using the proprietary methodology co-developed by Janus Capital Management and Protective Life Insurance Company. Although it is designed to achieve the Portfolios’ investment objectives, there is no guarantee that it will achieve the desired results. Because Janus Capital Management is the adviser to the Portfolios and to certain affiliated funds that may be held within the Portfolios, it is subject to certain potential conflicts of interest.

Returns do not reflect the deduction of fees, charges or expenses of any insurance product or qualified plan. If applied, returns would have been lower.

  

2

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio (unaudited)

Performance

Returns include reinvestment of all dividends and distributions and do not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or redemptions of Portfolio shares. The returns do not include adjustments in accordance with generally accepted accounting principles required at the period end for financial reporting purposes.

Expenses waived or reimbursed during the first three years of operation may be recovered within three years of such waiver or reimbursement amount, if the expense ratio falls below certain limits.

When an expense waiver is in effect, it may have a material effect on the total return, and therefore the ranking for the period.

© 2019 Morningstar, Inc. All Rights Reserved.

There is no assurance that the investment process will consistently lead to successful investing.

See Notes to Schedule of Investments and Other Information for index definitions.

Index performance does not reflect the expenses of managing a portfolio as an index is unmanaged and not available for direct investment.

See “Useful Information About Your Portfolio Report.”

*The Portfolio’s inception date – April 7, 2016

‡ As stated in the prospectus. See Financial Highlights for actual expense ratios during the reporting period.

  

Clayton Street Trust

3


Protective Life Dynamic Allocation Series - Moderate Portfolio (unaudited)

Expense Examples

As a shareholder of the Portfolio, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including management fees; 12b-1 distribution and shareholder servicing fees; transfer agent fees and expenses payable pursuant to the Transfer Agency Agreement; and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. The example is based upon an investment of $1,000 invested at the beginning of the period and held for the six-months indicated, unless noted otherwise in the table and footnotes below.

Actual Expenses

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

Hypothetical Example for Comparison Purposes

The information in the table under the heading “Hypothetical (5% return before expenses)” provides information about hypothetical account values and hypothetical expenses based upon the Portfolio’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio’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 Portfolio 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. Additionally, for an analysis of the fees associated with an investment in the Portfolio or other similar funds, please visit www.finra.org/fundanalyzer.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs, such as any charges at the separate account level or contract level. These fees are fully described in the Portfolio’s prospectus. Therefore, the hypothetical examples are useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transaction costs were included, your costs would have been higher.

           
         
   

Actual

 

Hypothetical
(5% return before expenses)

 

 

Beginning
Account
Value
(7/1/19)

Ending
Account
Value
(12/31/19)

Expenses
Paid During
Period
(7/1/19 - 12/31/19)†

 

Beginning
Account
Value
(7/1/19)

Ending
Account
Value
(12/31/19)

Expenses
Paid During
Period
(7/1/19 - 12/31/19)†

Net Annualized
Expense Ratio
(7/1/19 - 12/31/19)

 

$1,000.00

$1,057.20

$3.99

 

$1,000.00

$1,021.32

$3.92

0.77%

Expenses Paid During Period is equal to the Net Annualized Expense Ratio multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period). Expenses in the examples include the effect of applicable fee waivers and/or expense reimbursements, if any. Had such waivers and/or reimbursements not been in effect, your expenses would have been higher. Please refer to the Notes to Financial Statements or the Portfolio’s prospectus for more information regarding waivers and/or reimbursements.

  

4

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Schedule of Investments

December 31, 2019

        


Shares

  

Value

 

Investment Companies – 99.7%

   

Exchange-Traded Funds (ETFs) – 99.7%

   
 

Franklin FTSE Asia ex Japan

 

109,902

  

$2,484,368

 
 

Franklin FTSE United Kingdom

 

160,279

  

4,065,477

 
 

Invesco QQQ Trust Series 1

 

97,933

  

20,821,535

 
 

iShares Core S&P 500

 

166,434

  

53,798,126

 
 

iShares Core U.S. Aggregate Bond

 

584,060

  

65,630,822

 
 

iShares MSCI All Country Asia ex Japan

 

57,681

  

4,239,553

 
 

iShares MSCI Japan

 

108,590

  

6,432,872

 
 

iShares MSCI United Kingdom

 

265,671

  

9,059,381

 
 

iShares Russell 2000

 

121,426

  

20,116,645

 
 

Janus Henderson Short Duration Income£

 

10

  

496

 
 

SPDR EURO STOXX 50

 

327,792

  

13,370,636

 

Total Investments (total cost $181,548,325) – 99.7%

 

200,019,911

 

Cash, Receivables and Other Assets, net of Liabilities – 0.3%

 

547,620

 

Net Assets – 100%

 

$200,567,531

 

Schedules of Affiliated Investments – (% of Net Assets)

           
 

Dividend

Income(1)

Realized

Gain/(Loss)(1)

Change in

Unrealized

Appreciation/

Depreciation(1)

Value

at 12/31/19

Investment Companies - 0.0%

Exchange-Traded Funds (ETFs) - 0.0%

 

Janus Henderson Short Duration Income

$

435,830

$

402,579

$

(4)

$

496

Investments Purchased with Cash Collateral from Securities Lending - N/A

Investment Companies - N/A

 

Janus Henderson Cash Collateral Fund LLC, 1.4338%ºº

 

30,255

 

-

 

-

 

-

Total Affiliated Investments - 0.0%

$

466,085

$

402,579

$

(4)

$

496

(1) For securities that were affiliated for a portion of the year ended December 31, 2019, this column reflects amounts for the entire year ended December 31, 2019 and not just the period in which the security was affiliated.

           
 

Share

Balance

at 12/31/18

Purchases

Sales

Share

Balance

at 12/31/19

Investment Companies - 0.0%

Exchange-Traded Funds (ETFs) - 0.0%

 

Janus Henderson Short Duration Income

 

-

 

3,064,849

 

(3,064,839)

 

10

Investments Purchased with Cash Collateral from Securities Lending - N/A

Investment Companies - N/A

 

Janus Henderson Cash Collateral Fund LLC, 1.4338%ºº

 

202,200

 

277,280,663

 

(277,482,863)

 

-

  

See Notes to Schedule of Investments and Other Information and Notes to Financial Statements.

 

Clayton Street Trust

5


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes to Schedule of Investments and Other Information

  

MSCI All Country World IndexSM

MSCI All Country World IndexSM reflects the equity market performance of global developed and emerging markets.

Protective Life Moderate

Allocation Index

Protective Life Moderate Allocation Index is an internally-calculated, hypothetical combination of total returns from the MSCI All Country World IndexSM (65%) and the Bloomberg Barclays U.S. Aggregate Bond Index (35%).

  

SPDR

Standard & Poor's Depositary Receipt

  

ºº

Rate shown is the 7-day yield as of December 31, 2019.

£

The Portfolio may invest in certain securities that are considered affiliated companies. As defined by the Investment Company Act of 1940, as amended, an affiliated company is one in which the Portfolio owns 5% or more of the outstanding voting securities, or a company which is under common ownership or control.

  

Net of income paid to the securities lending agent and rebates paid to the borrowing counterparties.

             

The following is a summary of the inputs that were used to value the Portfolio’s investments in securities and other financial instruments as of December 31, 2019. See Notes to Financial Statements for more information.

 

Valuation Inputs Summary

       
    

Level 2 -

 

Level 3 -

  

Level 1 -

 

Other Significant

 

Significant

  

Quoted Prices

 

Observable Inputs

 

Unobservable Inputs

       

Assets

      

Investments In Securities:

      

Investment Companies

$

200,019,911

$

-

$

-

       
  

6

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Statement of Assets and Liabilities

December 31, 2019

       

 

 

 

 

 

 

 

Assets:

    
 

Unaffiliated investments, at value(1)

 

$

200,019,415

 
 

Affiliated investments, at value(2)

  

496

 
 

Cash

  

61,387

 
 

Receivables:

    
  

Portfolio shares sold

  

487,887

 
  

Investments sold

  

209,700

 
 

Other assets

  

5,695

 

Total Assets

 

 

200,784,580

 

Liabilities:

    
 

Payables:

  

 
  

Professional fees

  

64,887

 
  

12b-1 Distribution and shareholder servicing fees

  

43,322

 
  

Investments purchased

  

34,582

 
  

Advisory fees

  

19,655

 
  

Transfer agent fees and expenses

  

17,573

 
  

Non-affiliated portfolio administration fees payable

  

14,135

 
  

Affiliated portfolio administration fees payable

  

10,651

 
  

Non-interested Trustees' fees and expenses

  

2,427

 
  

Custodian fees

  

2,339

 
  

Portfolio shares repurchased

  

566

 
  

Accrued expenses and other payables

  

6,912

 

Total Liabilities

 

 

217,049

 

Net Assets

 

$

200,567,531

 

Net Assets Consist of:

    
 

Capital (par value and paid-in surplus)

 

$

183,759,721

 
 

Total distributable earnings (loss)

  

16,807,810

 

Total Net Assets

 

$

200,567,531

 

Net Assets

 

$

200,567,531

 
 

Shares Outstanding, $0.01 Par Value (unlimited shares authorized)

  

16,111,002

 

Net Asset Value Per Share

 

$

12.45

 

 

(1) Includes cost of $181,547,825.

(2) Includes cost of $500.

  

See Notes to Financial Statements.

 

Clayton Street Trust

7


Protective Life Dynamic Allocation Series - Moderate Portfolio

Statement of Operations

For the year ended December 31, 2019

      

 

 

 

 

 

 

Investment Income:

   

 

Dividends

$

4,139,217

 
 

Dividends from affiliates

 

435,830

 
 

Interest

 

257,208

 
 

Affiliated securities lending income, net

 

30,255

 

Total Investment Income

 

4,862,510

 

Expenses:

   
 

Advisory fees

 

738,467

 
 

12b-1 Distribution and shareholder servicing fees

 

461,542

 
 

Transfer agent administrative fees and expenses

 

184,617

 
 

Other transfer agent fees and expenses

 

2,584

 
 

Professional fees

 

182,852

 
 

Affiliated portfolio administration fees

 

72,131

 
 

Non-interested Trustees’ fees and expenses

 

60,719

 
 

Non-affiliated portfolio administration fees

 

44,671

 
 

Shareholder reports expense

 

18,414

 
 

Custodian fees

 

7,945

 
 

Other expenses

 

71,768

 

Total Expenses

 

1,845,710

 

Less: Excess Expense Reimbursement and Waivers

 

(420,910)

 

Net Expenses

 

1,424,800

 

Net Investment Income/(Loss)

 

3,437,710

 

Net Realized Gain/(Loss) on Investments:

   
 

Investments

 

(3,211,402)

 
 

Investments in affiliates

 

402,579

 

Total Net Realized Gain/(Loss) on Investments

 

(2,808,823)

 

Change in Unrealized Net Appreciation/Depreciation:

   
 

Investments

 

18,200,042

 
 

Investments in affiliates

 

(4)

 

Total Change in Unrealized Net Appreciation/Depreciation

 

18,200,038

 

Net Increase/(Decrease) in Net Assets Resulting from Operations

$

18,828,925

 

      
 
 
  

See Notes to Financial Statements.

 

8

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Statements of Changes in Net Assets

         
         

 

 

 

Year ended
December 31, 2019

 

Year ended
December 31, 2018

 
         

Operations:

      
 

Net investment income/(loss)

$

3,437,710

 

$

1,938,307

 
 

Net realized gain/(loss) on investments

 

(2,808,823)

  

1,500,736

 
 

Change in unrealized net appreciation/depreciation

 

18,200,038

  

(7,874,097)

 

Net Increase/(Decrease) in Net Assets Resulting from Operations

 

18,828,925

 

 

(4,435,054)

 

Dividends and Distributions to Shareholders

      
 

Dividends and Distributions to Shareholders

 

(4,335,782)

  

(1,809,461)

 

Net Decrease from Dividends and Distributions to Shareholders

 

(4,335,782)

 

 

(1,809,461)

 

Capital Shares Transactions

 

22,649,319

  

57,221,625

 

Net Increase/(Decrease) in Net Assets

 

37,142,462

 

 

50,977,110

 

Net Assets:

      
 

Beginning of period

 

163,425,069

  

112,447,959

 

 

End of period

$

200,567,531

 

$

163,425,069

 
         
 
 
  

See Notes to Financial Statements.

 

Clayton Street Trust

9


Protective Life Dynamic Allocation Series - Moderate Portfolio

Financial Highlights

                
                

For a share outstanding during the year or period ended December 31

 

2019

 

 

2018

 

 

2017

 

 

2016(1)

 

 

Net Asset Value, Beginning of Period

 

$11.52

 

 

$11.94

 

 

$10.43

 

 

$10.00

 

 

Income/(Loss) from Investment Operations:

            
  

Net investment income/(loss)(2)

 

0.22

  

0.16

  

0.18

  

0.13

 
  

Net realized and unrealized gain/(loss)

 

0.99

  

(0.44)

  

1.42

  

0.30

 
 

Total from Investment Operations

 

1.21

 

 

(0.28)

 

 

1.60

 

 

0.43

 

 

Less Dividends and Distributions:

            
  

Dividends (from net investment income)

 

(0.17)

  

(0.14)

  

(0.09)

  

 
  

Distributions (from capital gains)

 

(0.11)

  

(3)

  

  

 
 

Total Dividends and Distributions

 

(0.28)

 

 

(0.14)

 

 

(0.09)

 

 

 

 

Net Asset Value, End of Period

 

$12.45

  

$11.52

  

$11.94

  

$10.43

 
 

Total Return*

 

10.58%

 

 

(2.37)%

 

 

15.42%

 

 

4.30%

 

 

Net Assets, End of Period (in thousands)

 

$200,568

  

$163,425

  

$112,448

  

$24,762

 
 

Average Net Assets for the Period (in thousands)

 

$184,518

  

$143,135

  

$65,001

  

$11,145

 
 

Ratios to Average Net Assets**:

 

 

 

 

 

 

 

 

 

 

 

 

  

Ratio of Gross Expenses(4)

 

1.00%

  

0.99%

  

1.26%

  

2.71%

 
  

Ratio of Net Expenses (After Waivers and Expense Offsets)(4)

 

0.77%

  

0.77%

  

0.73%

  

0.77%

 
  

Ratio of Net Investment Income/(Loss)(4)

 

1.86%

  

1.35%

  

1.60%

  

1.73%

 
 

Portfolio Turnover Rate

 

158%

  

76%

  

4%

  

55%

 
                
 

* Total return includes adjustments in accordance with generally accepted accounting principles required at the year or period end and are not annualized for periods of less than one full year. Total return does not include fees, charges, or expenses imposed by the variable annuity contracts for which Clayton Street Trust serves as an underlying investment vehicle.

** Annualized for periods of less than one full year.

(1) Period from April 7, 2016 (inception date) through December 31, 2016.

(2) Per share amounts are calculated based on average shares outstanding during the year or period.

(3) Less than $0.005 on a per share basis.

(4) Ratios do not include indirect expenses of the underlying funds and/or investment companies in which the Portfolio invests.

  

See Notes to Financial Statements.

 

10

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes to Financial Statements

1. Organization and Significant Accounting Policies

Protective Life Dynamic Allocation Series - Moderate Portfolio (the “Portfolio”) is a series of Clayton Street Trust (the “Trust”), which is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company, and therefore has applied the specialized accounting and reporting guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 946. The Portfolio operates as a “fund of funds,” meaning substantially all of the Portfolio’s assets may be invested in exchange-traded funds (the “underlying funds”). The Trust offers three portfolios with differing investment objectives and policies. The Portfolio seeks total return through growth of capital and income, balanced by capital preservation. The Portfolio is classified as diversified, as defined in the 1940 Act.

The Portfolio currently offers one class of shares. The shares are offered in connection with investment in and payments under variable annuity contracts issued exclusively by Protective Life Insurance Company and its affiliates ("Protective Life").

Underlying Funds

During the period, the Portfolio invested in a dynamic portfolio of exchange-traded funds across seven different equity asset classes, as well as fixed-income investments, and a short duration allocation that may be comprised of cash, money market instruments and short duration exchange-traded funds. The equity asset classes are adjusted weekly based on market conditions pursuant to a proprietary, quantitative-based allocation program. Over the long term, and when fully invested, the Portfolio seeks to maintain an asset allocation of approximately 65% global equity investments and 35% fixed income investments. Additional details and descriptions of the investment objectives and strategies of each of the potential underlying funds are available in the Portfolio's prospectus.

The following accounting policies have been followed by the Portfolio and are in conformity with accounting principles generally accepted in the United States of America.

Investment Valuation

Securities held by the Portfolio, including the underlying funds, are valued in accordance with policies and procedures established by and under the supervision of the Trustees (the “Valuation Procedures”). The values of the Portfolio's investments in the underlying funds are based upon the closing price of such underlying funds on the applicable exchange. Most debt securities are valued in accordance with the evaluated bid price supplied by the pricing service that is intended to reflect market value. The evaluated bid price supplied by the pricing service is an evaluation that may consider factors such as security prices, yields, maturities, and ratings. Certain short-term securities maturing within 60 days or less may be evaluated and valued on an amortized cost basis provided that the amortized cost determined approximates market value. Securities for which market quotations or evaluated prices are not readily available or are deemed by Janus Capital Management LLC (“Janus Capital”) to be unreliable are valued at fair value determined in good faith under the Valuation Procedures. Circumstances in which fair value pricing may be utilized include, but are not limited to: (i) a significant event that may affect the securities of a single issuer, such as a merger, bankruptcy, or significant issuer-specific development; (ii) an event that may affect an entire market, such as a natural disaster or significant governmental action; (iii) a nonsignificant event such as a market closing early or not opening, or a security trading halt; and (iv) pricing of a nonvalued security and a restricted or nonpublic security. Special valuation considerations may apply with respect to “odd-lot” fixed-income transactions which, due to their small size, may receive evaluated prices by pricing services which reflect a large block trade and not what actually could be obtained for the odd-lot position.

Valuation Inputs Summary

FASB ASC 820, Fair Value Measurements and Disclosures (“ASC 820”), defines fair value, establishes a framework for measuring fair value, and expands disclosure requirements regarding fair value measurements. This standard emphasizes that fair value is a market-based measurement that should be determined based on the assumptions that market participants would use in pricing an asset or liability and establishes a hierarchy that prioritizes inputs to valuation techniques used to measure fair value. These inputs are summarized into three broad levels:

Level 1 – Unadjusted quoted prices in active markets the Portfolio has the ability to access for identical assets or liabilities.

Level 2 – Observable inputs other than unadjusted 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 on

  

Clayton Street Trust

11


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes to Financial Statements

an inactive market, prices for similar instruments, interest rates, prepayment speeds, credit risk, yield curves, default rates and similar data.

Assets or liabilities categorized as Level 2 in the hierarchy generally include: debt securities fair valued in accordance with the evaluated bid or ask prices supplied by a pricing service; securities traded on OTC markets and listed securities for which no sales are reported that are fair valued at the latest bid price (or yield equivalent thereof) obtained from one or more dealers transacting in a market for such securities or by a pricing service approved by the Portfolio’s Trustees; and certain short-term debt securities with maturities of 60 days or less that are fair valued at amortized cost. Other securities that may be categorized as Level 2 in the hierarchy include, but are not limited to, preferred stocks, bank loans, swaps, investments in unregistered investment companies, options, and forward contracts.

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

The Portfolio classifies each of its investments in underlying funds as Level 1, without consideration as to the classification level of the specific investments held by the underlying funds. There have been no significant changes in valuation techniques used in valuing any such positions held by the Portfolio since the beginning of the fiscal year.

The inputs or methodology used for fair valuing securities are not necessarily an indication of the risk associated with investing in those securities. The summary of inputs used as of December 31, 2019 to fair value the Portfolio’s investments in securities and other financial instruments is included in the “Valuation Inputs Summary” in the Notes to Schedule of Investments and Other Information.

Investment Transactions and Investment Income

Investment transactions are accounted for as of the date purchased or sold (trade date). Dividend income is recorded on the ex dividend date. Any distributions from the underlying funds are recorded in accordance with the character of the distributions as designated by the underlying funds. Interest income is recorded daily on the accrual basis and includes amortization of premiums and accretion of discounts. The Portfolio classifies gains and losses on prepayments received as an adjustment to interest income. Debt securities may be placed in non-accrual status and related interest income may be reduced by stopping current accruals and writing off interest receivables when collection of all or a portion of interest has become doubtful. Gains and losses are determined on the identified cost basis, which is the same basis used for federal income tax purposes.

Expenses

The Portfolio bears expenses incurred specifically on its behalf. Additionally, the Portfolio, as a shareholder in the underlying funds, will also indirectly bear its pro rata share of the expenses incurred by the underlying funds.

Estimates

The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount 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 during the reporting period. Actual results could differ from those estimates.

Indemnifications

In the normal course of business, the Portfolio may enter into contracts that contain provisions for indemnification of other parties against certain potential liabilities. The Portfolio’s maximum exposure under these arrangements is unknown, and would involve future claims that may be made against the Portfolio that have not yet occurred. Currently, the risk of material loss from such claims is considered remote.

Dividends and Distributions

The Portfolio may make semiannual distributions of substantially all of its investment income and an annual distribution of its net realized capital gains (if any).

Federal Income Taxes

The Portfolio intends to continue to qualify as a regulated investment company and distribute all of its taxable income in accordance with the requirements of Subchapter M of the Internal Revenue Code. Management has analyzed the Portfolio’s tax positions taken for all open federal income tax years, generally a three-year period, and has concluded

  

12

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes to Financial Statements

that no provision for federal income tax is required in the Portfolio’s financial statements. The Portfolio is not aware of any tax positions for which it is reasonably possible that the total amounts of unrecognized tax benefits will significantly change in the next twelve months.

2. Other Investments and Strategies

Additional Investment Risk

In the aftermath of the 2007-2008 financial crisis, the financial sector experienced reduced liquidity in credit and other fixed-income markets, and an unusually high degree of volatility, both domestically and internationally. In response to the crisis, the United States and certain foreign governments, along with the U.S. Federal Reserve and certain foreign central banks, took steps to support the financial markets. For example, the enactment of the Dodd-Frank Act in 2010 provided for widespread regulation of financial institutions, consumer financial products and services, broker-dealers, over-the-counter derivatives, investment advisers, credit rating agencies, and mortgage lending, which expanded federal oversight in the financial sector, including the investment management industry. The withdrawal of this support, a failure of measures put in place to respond to the crisis, or investor perception that such efforts were not sufficient could each negatively affect financial markets generally, and the value and liquidity of specific securities. In addition, policy and legislative changes in the United States and in other countries continue to impact many aspects of financial regulation.

A number of countries in the European Union (“EU”) have experienced, and may continue to experience, severe economic and financial difficulties. In particular, many EU nations are susceptible to economic risks associated with high levels of debt. Many non-governmental issuers, and even certain governments, have defaulted on, or been forced to restructure, their debts. Many other issuers have faced difficulties obtaining credit or refinancing existing obligations. Financial institutions have in many cases required government or central bank support, have needed to raise capital, and/or have been impaired in their ability to extend credit. As a result, financial markets in the EU experienced extreme volatility and declines in asset values and liquidity. Responses to these financial problems by European governments, central banks, and others, including austerity measures and reforms, may not work, may result in social unrest, and may limit future growth and economic recovery or have other unintended consequences. The risk of investing in securities in the European markets may also be heightened due to the referendum in which the United Kingdom voted to exit the EU (known as “Brexit”). There is considerable uncertainty about how Brexit will be conducted, how negotiations of necessary treaties and trade agreements will conclude, or how financial markets will react.

Certain areas of the world have historically been prone to and economically sensitive to environmental events such as, but not limited to, hurricanes, earthquakes, typhoons, flooding, tidal waves, tsunamis, erupting volcanoes, wildfires or droughts, tornadoes, mudslides, or other weather-related phenomena. Such disasters, and the resulting physical or economic damage, could have a severe and negative impact on the Portfolio’s or an underlying fund's investment portfolio and, in the longer term, could impair the ability of issuers in which the Portfolio or an underlying fund invests to conduct their businesses as they would under normal conditions. Adverse weather conditions may also have a particularly significant negative effect on issuers in the agricultural sector and on insurance companies that insure against the impact of natural disasters.

Counterparties

Portfolio transactions involving a counterparty are subject to the risk that the counterparty or a third party will not fulfill its obligation to the Portfolio (“counterparty risk”). Counterparty risk may arise because of the counterparty’s financial condition (i.e., financial difficulties, bankruptcy, or insolvency), market activities and developments, or other reasons, whether foreseen or not. A counterparty’s inability to fulfill its obligation may result in significant financial loss to the Portfolio. The Portfolio may be unable to recover its investment from the counterparty or may obtain a limited recovery, and/or recovery may be delayed. The extent of the Portfolio’s exposure to counterparty risk with respect to financial assets and liabilities approximates its carrying value.

The Portfolio may be exposed to counterparty risk through its investments in certain securities, including, but not limited to, repurchase agreements and debt securities. The Portfolio intends to enter into financial transactions with counterparties that Janus Capital believes to be creditworthy at the time of the transaction. There is always the risk that Janus Capital’s analysis of a counterparty’s creditworthiness is incorrect or may change due to market conditions. To the extent that the Portfolio focuses its transactions with a limited number of counterparties, it will have greater exposure to the risks associated with one or more counterparties.

  

Clayton Street Trust

13


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes to Financial Statements

Exchange-Traded Funds

ETFs are typically open-end investment companies, which may be actively managed or passively managed. Passively managed ETFs generally seek to track the performance of a specific index. ETFs are traded on a national securities exchange at market prices that may vary from the net asset value per share (“NAV”) of their underlying investments. Accordingly, there may be times when an ETF trades at a premium or discount to its NAV. As a result, the Portfolio may pay more or less than NAV when it buys ETF shares, and may receive more or less than NAV when it sells those shares. ETFs also involve the risk that an active trading market for an ETF’s shares may not develop or be maintained. Similarly, because the value of ETF shares depends on the demand in the market, the Portfolio may not be able to purchase or sell an ETF at the most optimal time, which could adversely affect the Portfolio’s performance. In addition, ETFs that track particular indices may be unable to match the performance of such underlying indices due to the temporary unavailability of certain index securities in the secondary market or other factors, such as discrepancies with respect to the weighting of securities.

Repurchase Agreements

The Portfolio and other funds advised by Janus Capital or its affiliates may transfer daily uninvested cash balances into one or more joint trading accounts. Assets in the joint trading accounts are invested in money market instruments and the proceeds are allocated to the participating funds on a pro rata basis.

Repurchase agreements held by the Portfolio are fully collateralized, and such collateral is in the possession of the Portfolio’s custodian or, for tri-party agreements, the custodian designated by the agreement. The collateral is evaluated daily to ensure its market value exceeds the current market value of the repurchase agreements, including accrued interest. In the event of default on the obligation to repurchase, the Portfolio has the right to liquidate the collateral and apply the proceeds in satisfaction of the obligation. In the event of default or bankruptcy by the other party to the agreement, realization and/or retention of the collateral or proceeds may be subject to legal proceedings.

There were no repurchase agreements held as of December 31, 2019.

Securities Lending

Under procedures adopted by the Trustees, the Portfolio may seek to earn additional income by lending securities to certain qualified broker-dealers and institutions. As of the date of this report, Deutsche Bank AG acted as securities lending agent and a limited purpose custodian or subcustodian to receive and disburse cash balances and cash collateral, hold short-term investments, hold collateral, and perform other custodian functions in accordance with the Agency Securities Lending and Repurchase Agreement. The Portfolio may lend portfolio securities in an amount equal to up to 1/3 of its total assets as determined at the time of the loan origination. There is the risk of delay in recovering a loaned security or the risk of loss in collateral rights if the borrower fails financially. In addition, Janus Capital makes efforts to balance the benefits and risks from granting such loans. All loans will be continuously secured by collateral which may consist of cash, U.S. Government securities, domestic and foreign short-term debt instruments, letters of credit, time deposits, repurchase agreements, money market mutual funds or other money market accounts, or such other collateral as permitted by the SEC. If the Portfolio is unable to recover a security on loan, the Portfolio may use the collateral to purchase replacement securities in the market. There is a risk that the value of the collateral could decrease below the cost of the replacement security by the time the replacement investment is made, resulting in a loss to the Portfolio. In certain circumstances individual loan transactions could yield negative returns.

Upon receipt of cash collateral, Janus Capital may invest it in affiliated or non-affiliated cash management vehicles, whether registered or unregistered entities, as permitted by the 1940 Act and rules promulgated thereunder. Janus Capital currently intends to primarily invest the cash collateral in a cash management vehicle for which Janus Capital serves as investment adviser, Janus Henderson Cash Collateral Fund LLC. An investment in Janus Henderson Cash Collateral Fund LLC is generally subject to the same risks that shareholders experience when investing in similarly structured vehicles, such as the potential for significant fluctuations in assets as a result of the purchase and redemption activity of the securities lending program, a decline in the value of the collateral, and possible liquidity issues. Such risks may delay the return of the cash collateral and cause the Portfolio to violate its agreement to return the cash collateral to a borrower in a timely manner. As adviser to the Portfolio and Janus Henderson Cash Collateral Fund LLC, Janus Capital has an inherent conflict of interest as a result of its fiduciary duties to both the Portfolio and Janus Henderson Cash Collateral Fund LLC. Additionally, Janus Capital receives an investment advisory fee of 0.05% for managing Janus Henderson Cash Collateral Fund LLC and therefore may have an incentive to allocate collateral to the Janus Henderson Cash Collateral Fund LLC rather than to other collateral management options for which Janus Capital does not receive compensation.

  

14

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes to Financial Statements

The value of the collateral must be at least 102% of the market value of the loaned securities that are denominated in U.S. dollars and 105% of the market value of the loaned securities that are not denominated in U.S. dollars. Loaned securities and related collateral are marked-to-market each business day based upon the market value of the loaned securities at the close of business, employing the most recent available pricing information. Collateral levels are then adjusted based on this mark-to-market evaluation.

The cash collateral invested by Janus Capital is disclosed in the Schedule of Investments (if applicable). Income earned from the investment of the cash collateral, net of rebates paid to, or fees paid by, borrowers and less the fees paid to the lending agent are included as “Affiliated securities lending income, net” on the Statement of Operations.

There were no securities on loan as of December 31, 2019.

3. Investment Advisory Agreements and Other Transactions with Affiliates

The Portfolio pays Janus Capital an investment advisory fee which is calculated daily and paid monthly. The Portfolio’s contractual investment advisory fee rate (expressed as an annual rate) is 0.40% of its average daily net assets.

Janus Capital has contractually agreed to waive the advisory fee payable by the Portfolio or reimburse expenses in an amount equal to the amount, if any, that the Portfolio’s normal operating expenses including the investment advisory fee, but excluding the 12b-1 distribution and shareholder servicing fees, administrative services fees payable pursuant to the Transfer Agency Agreement, brokerage commissions, interest, dividends, taxes and extraordinary expenses, exceed the annual rate of 0.55% of the Portfolio’s average daily net assets. Janus Capital has agreed to continue the waiver until at least May 1, 2020. If applicable, amounts reimbursed to the Portfolio by Janus Capital are disclosed as “Excess Expense Reimbursement and Waivers” on the Statement of Operations.

Janus Capital may recover from the Portfolio fees and expenses previously waived or reimbursed during the period beginning with the Portfolio’s commencement of operations and ending on the third anniversary of the commencement of operations (“Recoupment Period”). The Recoupment Period closed on April 7, 2019. Janus Capital may elect to recoup such amounts only if: (i) recoupment is obtained within three years from the date an amount is waived or reimbursed to the Portfolio, and (ii) the Portfolio’s expense ratio at the time of recoupment, inclusive of the recoupment amounts, does not exceed the expense limit at the time of waiver or at the time of recoupment. If applicable, this amount is disclosed as “Recoupment expense” on the Statement of Operations. During the period ended December 31, 2019, Janus Capital reimbursed the Portfolio $363,082 of fees and expenses, of which $58,947 are eligible for recoupment. As of December 31, 2019, the aggregate amount of recoupment that may potentially be made to Janus Capital is $760,260.

Janus Capital has also contractually agreed to waive and/or reimburse a portion of the Portfolio's management fee in an amount equal to the management fee it earns as an investment adviser to any of the affiliated registered mutual funds (including exchange traded funds) in which the Portfolio invests. Janus Capital has agreed to continue the waiver until at least May 1, 2020. Janus Capital may not recover amounts previously waived or reimbursed under this agreement. During the period ended December 31, 2019, Janus Capital waived $57,828 of the Portfolio’s management fee, attributable to the Portfolio’s investment in the Janus Henderson Short Duration Income ETF.

Janus Services LLC (“Janus Services”), a wholly-owned subsidiary of Janus Capital, is the Portfolio’s transfer agent. In addition, Janus Services provides or arranges for the provision of certain other administrative services including, but not limited to, recordkeeping, accounting, order processing, and other shareholder services for the Portfolio. These amounts are disclosed as “Other transfer agent fees and expenses” on the Statement of Operations.

Janus Services receives an administrative services fee at an annual rate of 0.10% of the Portfolio’s average daily net assets for providing, or arranging for the provision by Protective Life of administrative services, including recordkeeping, subaccounting, order processing, or other shareholder services provided on behalf of shareholders of the Portfolio. Janus Services expects to use this entire fee to compensate Protective Life for providing these services to its customers who invest in the Portfolio. These amounts are disclosed as “Transfer agent administrative fees and expenses” on the Statement of Operations.

Services provided by Protective Life may include, but are not limited to, recordkeeping, subaccounting, order processing, providing order confirmations, periodic statements, forwarding prospectuses, shareholder reports, and other materials to existing contract holders, answering inquiries regarding accounts, and other administrative services. Order processing

  

Clayton Street Trust

15


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes to Financial Statements

includes the submission of transactions through the National Securities Clearing Corporation (“NSCC”) or similar systems, or those processed on a manual basis with Janus Capital.

Under a distribution and shareholder servicing plan (the "Plan") adopted in accordance with Rule 12b-1 under the 1940 Act, the Portfolio may pay the Trust's distributor, Janus Distributors LLC dba Janus Henderson Distributors ("Janus Henderson Distributors"), a wholly-owned subsidiary of Janus Capital, a fee at an annual rate of up to 0.25% of the average daily net assets of the Portfolio. Under the terms of the Plan, the Trust is authorized to make payments to Janus Distributors for remittance to Protective Life or other intermediaries as compensation for distribution and/or shareholder services performed by Protective Life or its agents, or by such intermediary.

Amounts that have been paid are disclosed as “12b-1 Distribution and shareholder servicing fees” on the Statement of Operations. Such payments are not tied exclusively to actual 12b-1 distribution and servicing fees, and the payments or accruals may exceed 12b-1 distribution and servicing fees actually incurred. If any of the Portfolio’s actual 12b-1 distribution and servicing fees incurred during a calendar year are less than the payments made during a calendar year, the Portfolio will be refunded the difference. Refunds, if any, are included in “12b-1 Distribution and shareholder servicing fees” in the Statement of Operations.

Janus Capital serves as administrator to the Portfolio pursuant to an administration agreement between Janus Capital and the Trust. Under the administration agreement, Janus Capital provides oversight and coordination of the Portfolio’s service providers, recordkeeping, and other administrative services, and is reimbursed by the Portfolio for certain of its costs in providing these services (to the extent Janus Capital seeks reimbursement and such costs are not otherwise waived). In addition, employees of Janus Capital and/or its affiliates may serve as officers of the Trust. The Portfolio pays for some or all of the salaries, fees, and expenses of Janus Capital employees and Portfolio officers, with respect to certain specified administration functions they perform on behalf of the Portfolio. The Portfolio pays these costs based on out-of-pocket expenses incurred by Janus Capital, and these costs are separate and apart from advisory fees and other expenses paid in connection with the investment advisory services Janus Capital provides to the Portfolio. These amounts are disclosed as “Affiliated Portfolio administration fees” on the Statement of Operations. In addition, some expenses related to compensation payable to the Portfolio’s Chief Compliance Officer and certain compliance staff, all of whom are employees of Janus Capital and/or its affiliates are shared with the Portfolio. Total compensation of $89,425 was paid to the Chief Compliance Officer and certain compliance staff by the Trust during the year ended December 31, 2019. The Portfolio's portion is reported as part of “Other expenses” on the Statement of Operations.

Any purchases and sales, realized gains/losses and recorded dividends from affiliated investments during the year ended December 31, 2019 can be found in the “Schedules of Affiliated Investments” located in the Schedule of Investments.

The Portfolio is permitted to purchase or sell securities (“cross-trade”) between itself and other funds or accounts managed by Janus Capital in accordance with Rule 17a-7 under the Investment Company Act of 1940 (“Rule 17a-7”), when the transaction is consistent with the investment objectives and policies of the Portfolio and in accordance with the Internal Cross Trade Procedures adopted by the Trust’s Board of Trustees. These procedures have been designed to ensure that any cross-trade of securities by the Portfolio from or to another fund or account that is or could be considered an affiliate of the Portfolio under certain limited circumstances by virtue of having a common investment adviser, common Officer, or common Trustee complies with Rule 17a-7. Under these procedures, each cross-trade is effected at the current market price to save costs where allowed. During the year ended December 31, 2019, the Portfolio engaged in cross trades amounting to $2,848,622 in purchases and $1,208,935 in sales, resulting in a net realized loss of $15,712. The net realized loss is included within the “Net Realized Gain/(Loss) on Investments” section of the Portfolio’s Statement of Operations.

  

16

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes to Financial Statements

4. Federal Income Tax

The tax components of capital shown in the table below represent: (1) distribution requirements the Portfolio must satisfy under the income tax regulations; (2) losses or deductions the Portfolio may be able to offset against income and gains realized in future years; and (3) unrealized appreciation or depreciation of investments for federal income tax purposes.

The Portfolio has elected to treat gains and losses on forward foreign currency contracts as capital gains and losses, if applicable. Other foreign currency gains and losses on debt instruments are treated as ordinary income for federal income tax purposes pursuant to Section 988 of the Internal Revenue Code.

        
   

Loss Deferrals

Other Book

Net Tax

 

Undistributed
Ordinary Income

Undistributed
Long-Term Gains

Accumulated
Capital Losses

Late-Year
Ordinary Loss

Post-October
Capital Loss

to Tax
Differences

Appreciation/
(Depreciation)

 

$ 1,439,987

$ 214,730

$ -

$ -

$ -

$ -

$ 15,153,093

 

The aggregate cost of investments and the composition of unrealized appreciation and depreciation of investment securities for federal income tax purposes as of December 31, 2019 are noted below. The primary difference between book and tax appreciation or depreciation of investments is wash sale loss deferrals.

    

Federal Tax Cost

Unrealized
Appreciation

Unrealized
(Depreciation)

Net Tax Appreciation/
(Depreciation)

$ 184,866,818

$15,773,769

$ (620,676)

$ 15,153,093

    

Income and capital gains distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences are due to differing treatments for items such as net short-term gains, deferral of wash sale losses, and capital loss carryovers. Certain permanent differences such as tax returns of capital and net investment losses noted below have been reclassified to capital.

     

For the year ended December 31, 2019

 

Distributions

  

From Ordinary Income

From Long-Term Capital Gains

Tax Return of Capital

Net Investment Loss

 

$ 2,676,779

$ 1,659,003

$ -

$ -

 
     

For the year ended December 31, 2018

 

Distributions

  

From Ordinary Income

From Long-Term Capital Gains

Tax Return of Capital

Net Investment Loss

 

$ 1,797,608

$ 11,853

$ -

$ -

 

Permanent book to tax basis differences may result in reclassifications between the components of net assets. These differences have no impact on the results of operations or net assets. The following reclassifications have been made to the Portfolio:

   
   

Increase/(Decrease) to Capital

Increase/(Decrease) to Undistributed
Net Investment Income/Loss

Increase/(Decrease) to Undistributed
Net Realized Gain/Loss

$ (4,435)

$ -

$ 4,435

   
  

Clayton Street Trust

17


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes to Financial Statements

5. Capital Share Transactions

       
       
  

Year ended December 31, 2019

 

Year ended December 31, 2018

  

Shares

Amount

 

Shares

Amount

       

Shares sold

2,484,267

$29,290,156

 

4,915,465

$59,029,163

Reinvested dividends and distributions

365,193

4,335,782

 

153,102

1,809,461

Shares repurchased

(924,904)

(10,976,619)

 

(300,361)

(3,616,999)

Net Increase/(Decrease)

1,924,556

$22,649,319

 

4,768,206

$57,221,625

6. Purchases and Sales of Investment Securities

For the year ended December 31, 2019, the aggregate cost of purchases and proceeds from sales of investment securities (excluding any short-term securities, short-term options contracts, TBAs, and in-kind transactions, as applicable) was as follows:

    

Purchases of
Securities

Proceeds from Sales
of Securities

Purchases of Long-
Term U.S. Government
Obligations

Proceeds from Sales
of Long-Term U.S.
Government Obligations

$380,174,455

$ 267,095,655

$ -

$ -

7. Recent Accounting Pronouncements

The FASB issued Accounting Standards Update 2018-13, Fair Value Measurement (Topic 820), in August 2018. The new guidance removes, modifies and enhances the disclosures to Topic 820. For public entities, the amendments are effective for financial statements issued for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. An entity is permitted, and Management has decided, to early adopt the removed and modified disclosures in these financial statements.

8. Subsequent Event

Management has evaluated whether any events or transactions occurred subsequent to December 31, 2019 and through the date of issuance of the Portfolio’s financial statements and determined that there were no material events or transactions that would require recognition or disclosure in the Portfolio’s financial statements.

  

18

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Report of Independent Registered Public Accounting Firm

To the Board of Trustees of Clayton Street Trust and Shareholders of Protective Life Dynamic Allocation Series - Moderate Portfolio

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Protective Life Dynamic Allocation Series - Moderate Portfolio (one of the portfolios constituting Clayton Street Trust, referred to hereafter as the “Portfolio”) as of December 31, 2019, the related statement of operations for the year ended December 31, 2019, the statements of changes in net assets for each of the two years in the period ended December 31, 2019, including the related notes, and the financial highlights for each of the three years in the period ended December 31, 2019 and for the period April 7, 2016 (commencement of operations) through December 31, 2016 (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Portfolio as of December 31, 2019, 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 ended December 31, 2019 and the financial highlights for each of the three years in the period ended December 31, 2019 and for the period April 7, 2016 (commencement of operations) through December 31, 2016 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These financial statements are the responsibility of the Portfolio’s management. Our responsibility is to express an opinion on the Portfolio’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Portfolio in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2019 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

Denver, Colorado
February 14, 2020

We have served as the auditor of one or more investment companies in Janus Henderson Funds since 1990.

  

Janus Clayton Street Trust

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Protective Life Dynamic Allocation Series - Moderate Portfolio

Additional Information (unaudited)

Proxy Voting Policies and Voting Record

A description of the policies and procedures that the Portfolio uses to determine how to vote proxies relating to its portfolio securities is available without charge: (i) upon request, by calling 1-800-525-0020 (toll free); (ii) on the Portfolio’s website at janushenderson.com/proxyvoting; and (iii) on the SEC’s website at http://www.sec.gov.

Quarterly Portfolio Holdings

The Portfolio files its complete portfolio holdings (schedule of investments) with the SEC for the first and third quarters of each fiscal year as an exhibit to Form N-PORT within 60 days of the end of such fiscal quarter. Historically, the Portfolio filed its complete portfolio holdings (schedule of investments) with the SEC for the first and third quarters each fiscal year on Form N-Q. The Portfolio’s Form N-PORT and Form N-Q filings: (i) are available on the SEC’s website at http://www.sec.gov; (ii) may be reviewed and copied at the SEC’s Public Reference Room in Washington, D.C. (information on the Public Reference Room may be obtained by calling 1-800-SEC-0330); and (iii) is available without charge, upon request, by calling Janus Henderson at 1-800-525-0020 (toll free).

  

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DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Useful Information About Your Portfolio Report (unaudited)

Management Commentary

The Management Commentary in this report includes valuable insight as well as statistical information to help you understand how your Portfolio’s performance and characteristics stack up against those of comparable indices.

If the Portfolio invests in foreign securities, this report may include information about country exposure. Country exposure is based primarily on the country of risk. A company may be allocated to a country based on other factors such as location of the company’s principal office, the location of the principal trading market for the company’s securities, or the country where a majority of the company’s revenues are derived.

Please keep in mind that the opinions expressed in the Management Commentary are just that: opinions. They are a reflection based on best judgment at the time this report was compiled, which was December 31, 2019. As the investing environment changes, so could opinions. These views are unique and are not necessarily shared by fellow employees or by Janus Henderson in general.

Performance Overviews

Performance overview graphs compare the performance of a hypothetical $10,000 investment in the Portfolio with one or more widely used market indices. When comparing the performance of the Portfolio with an index, keep in mind that market indices are not available for investment and do not reflect deduction of expenses.

Average annual total returns are quoted for a Portfolio with more than one year of performance history. Average annual total return is calculated by taking the growth or decline in value of an investment over a period of time, including reinvestment of dividends and distributions, then calculating the annual compounded percentage rate that would have produced the same result had the rate of growth been constant throughout the period. Average annual total return does not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or redemptions of Portfolio shares.

Cumulative total returns are quoted for a Portfolio with less than one year of performance history. Cumulative total return is the growth or decline in value of an investment over time, independent of the period of time involved. Cumulative total return does not reflect the deduction of taxes that a shareholder would pay on Portfolio distributions or redemptions of Portfolio shares.

Pursuant to federal securities rules, expense ratios shown in the performance chart reflect subsidized (if applicable) and unsubsidized ratios. The total annual fund operating expenses ratio is gross of any fee waivers, reflecting the Portfolio’s unsubsidized expense ratio. The net annual fund operating expenses ratio (if applicable) includes contractual waivers of Janus Capital and reflects the Portfolio’s subsidized expense ratio. Ratios may be higher or lower than those shown in the “Financial Highlights” in this report.

Schedule of Investments

Following the performance overview section is the Portfolio’s Schedule of Investments. This schedule reports the types of securities held in the Portfolio on the last day of the reporting period. Securities are usually listed by type (common stock, corporate bonds, U.S. Government obligations, etc.) and by industry classification (banking, communications, insurance, etc.). Holdings are subject to change without notice.

The value of each security is quoted as of the last day of the reporting period. The value of securities denominated in foreign currencies is converted into U.S. dollars.

If the Portfolio invests in foreign securities, it will also provide a summary of investments by country. This summary reports the Portfolio exposure to different countries by providing the percentage of securities invested in each country. The country of each security represents the country of risk. The Portfolio’s Schedule of Investments relies upon the industry group and country classifications published by Barclays and/or MSCI Inc.

Tables listing details of individual forward currency contracts, futures, written options, swaptions, and swaps follow the Portfolio’s Schedule of Investments (if applicable).

Statement of Assets and Liabilities

This statement is often referred to as the “balance sheet.” It lists the assets and liabilities of the Portfolio on the last day of the reporting period.

  

Clayton Street Trust

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Protective Life Dynamic Allocation Series - Moderate Portfolio

Useful Information About Your Portfolio Report (unaudited)

The Portfolio’s assets are calculated by adding the value of the securities owned, the receivable for securities sold but not yet settled, the receivable for dividends declared but not yet received on securities owned, and the receivable for Portfolio shares sold to investors but not yet settled. The Portfolio’s liabilities include payables for securities purchased but not yet settled, Portfolio shares redeemed but not yet paid, and expenses owed but not yet paid. Additionally, there may be other assets and liabilities such as unrealized gain or loss on forward currency contracts.

The section entitled “Net Assets Consist of” breaks down the components of the Portfolio’s net assets. Because the Portfolio must distribute substantially all earnings, you will notice that a significant portion of net assets is shareholder capital.

The last section of this statement reports the net asset value (“NAV”) per share on the last day of the reporting period. The NAV is calculated by dividing the Portfolio’s net assets for each share class (assets minus liabilities) by the number of shares outstanding.

Statement of Operations

This statement details the Portfolio’s income, expenses, realized gains and losses on securities and currency transactions, and changes in unrealized appreciation or depreciation of Portfolio holdings.

The first section in this statement, entitled “Investment Income,” reports the dividends earned from securities and interest earned from interest-bearing securities in the Portfolio.

The next section reports the expenses incurred by the Portfolio, including the advisory fee paid to the investment adviser, transfer agent fees and expenses, and printing and postage for mailing statements, financial reports and prospectuses. Expense offsets and expense reimbursements, if any, are also shown.

The last section lists the amounts of realized gains or losses from investment and foreign currency transactions, and changes in unrealized appreciation or depreciation of investments and foreign currency-denominated assets and liabilities. The Portfolio will realize a gain (or loss) when it sells its position in a particular security. A change in unrealized gain (or loss) refers to the change in net appreciation or depreciation of the Portfolio during the reporting period. “Net Realized and Unrealized Gain/(Loss) on Investments” is affected both by changes in the market value of Portfolio holdings and by gains (or losses) realized during the reporting period.

Statements of Changes in Net Assets

These statements report the increase or decrease in the Portfolio’s net assets during the reporting period. Changes in the Portfolio’s net assets are attributable to investment operations, dividends and distributions to investors, and capital share transactions. This is important to investors because it shows exactly what caused the Portfolio’s net asset size to change during the period.

The first section summarizes the information from the Statement of Operations regarding changes in net assets due to the Portfolio’s investment operations. The Portfolio’s net assets may also change as a result of dividend and capital gains distributions to investors. If investors receive their dividends and/or distributions in cash, money is taken out of the Portfolio to pay the dividend and/or distribution. If investors reinvest their dividends and/or distributions, the Portfolio’s net assets will not be affected. If you compare the Portfolio’s “Net Decrease from Dividends and Distributions” to “Reinvested Dividends and Distributions,” you will notice that dividends and distributions have little effect on the Portfolio’s net assets. This is because the majority of the Portfolio’s investors reinvest their dividends and/or distributions.

The reinvestment of dividends and distributions is included under “Capital Share Transactions.” “Capital Shares” refers to the money investors contribute to the Portfolio through purchases or withdrawals via redemptions. The Portfolio’s net assets will increase and decrease in value as investors purchase and redeem shares from the Portfolio.

Financial Highlights

This schedule provides a per-share breakdown of the components that affect the Portfolio’s NAV for current and past reporting periods as well as total return, asset size, ratios, and portfolio turnover rate.

The first line in the table reflects the NAV per share at the beginning of the reporting period. The next line reports the net investment income/(loss) per share. Following is the per share total of net gains/(losses), realized and unrealized. Per share dividends and distributions to investors are then subtracted to arrive at the NAV per share at the end of the period. The next line reflects the total return for the period. The total return may include adjustments in accordance with

  

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DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Useful Information About Your Portfolio Report (unaudited)

generally accepted accounting principles required at the period end for financial reporting purposes. As a result, the total return may differ from the total return reflected for individual shareholder transactions. Also included are ratios of expenses and net investment income to average net assets.

The Portfolio’s expenses may be reduced through expense offsets and expense reimbursements. The ratios shown reflect expenses before and after any such offsets and reimbursements.

The ratio of net investment income/(loss) summarizes the income earned less expenses, divided by the average net assets of the Portfolio during the reporting period. Do not confuse this ratio with the Portfolio’s yield. The net investment income ratio is not a true measure of the Portfolio’s yield because it does not take into account the dividends distributed to the Portfolio’s investors.

The next figure is the portfolio turnover rate, which measures the buying and selling activity in the Portfolio. Portfolio turnover is affected by market conditions, changes in the asset size of the Portfolio, fluctuating volume of shareholder purchase and redemption orders, the nature of the Portfolio’s investments, and the investment style and/or outlook of the portfolio manager(s) and/or investment personnel. A 100% rate implies that an amount equal to the value of the entire portfolio was replaced once during the fiscal year; a 50% rate means that an amount equal to the value of half the portfolio is traded in a year; and a 200% rate means that an amount equal to the value of the entire portfolio is traded every six months.

  

Clayton Street Trust

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Protective Life Dynamic Allocation Series - Moderate Portfolio

Designation Requirements (unaudited)

For federal income tax purposes, the Portfolio designated the following for the year ended December 31, 2019:

  
 

 

Capital Gain Distributions

$1,659,003

Foreign Taxes Paid

$60,664

Foreign Source Income

$642,400

Dividends Received Deduction Percentage

30%

  

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DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Trustees and Officers (unaudited)

The Portfolio’s Statement of Additional Information includes additional information about the Trustees and officers and is available, without charge, by calling 1-877-335-2687.

The following are the Trustees and officers of the Trust, together with a brief description of their principal occupations during the last five years (principal occupations for certain Trustees may include periods over five years).

Each Trustee has served in that capacity since he or she was originally elected or appointed. The Trustees do not serve a specified term of office. Each Trustee will hold office until the termination of the Trust or his or her earlier death, resignation, retirement, incapacity, or removal. Under the Portfolio’s Governance Procedures and Guidelines, the policy is for Trustees to retire no later than the end of the calendar year in which the Trustee turns 75. The Trustees review the Portfolio’s Governance Procedures and Guidelines from time to time and may make changes they deem appropriate. The Portfolio’s Nominating and Governance Committee will consider nominees for the position of Trustee recommended by shareholders. Shareholders may submit the name of a candidate for consideration by the Committee by submitting their recommendations to the Trust’s Secretary. Each Trustee is currently a Trustee of one other registered investment company advised by Janus Capital: Janus Detroit Street Trust. Collectively, these two registered investment companies consist of 10 series or funds referred to herein as the Fund Complex.

The Trust’s officers are elected annually by the Trustees for a one-year term. Certain officers also serve as officers of Janus Detroit Street Trust. Certain officers of the Portfolio may also be officers and/or directors of Janus Capital. Except as otherwise disclosed, Portfolio officers receive no compensation from the Portfolio, except for the Portfolio’s Chief Compliance Officer, as authorized by the Trustees.

  

Janus Clayton Street Trust

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Protective Life Dynamic Allocation Series - Moderate Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Independent Trustees

    

Clifford J. Weber

151 Detroit Street

Denver, CO 80206

DOB: 1963

Chairman

Trustee

2/16-Present

2/16-Present

Owner, Financial Products Consulting Group LLC (consulting services to financial institutions) (since 2015). Formerly, Executive Vice President of Global Index and Exchange- Traded Products, NYSE Market, Inc., a subsidiary of Intercontinental Exchange (ETF/ETP listing exchange) (2013-2015) and Executive Vice President and Head of Strategy and Product Development, NYSE Life U.S., a division of NYSE Euronext (U.S. futures exchange) (2008-2013).

10

Independent Trustee, Clough Funds Trust (investment company) (since 2015). Chairman, Clough Funds Trust (since 2017), Independent Trustee, Clough Global Dividend and Income Fund (closed-end fund) (since 2017), Independent Trustee, Clough Global Opportunities Fund (closed-end fund) (since 2017), Independent Trustee, Clough Global Equity Fund (closed-end fund) (since 2017), Independent Trustee, Elevation ETF Trust (investment company) (2016-2018), Chairman, Elevation ETF Trust (2016-2018), and Independent Trustee, Global X Funds (investment company) (since 2018).

  

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DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Independent Trustees

    

Maureen T. Upton

151 Detroit Street

Denver, CO 80206

DOB: 1965

Trustee

2/16-Present

Principal, Maureen Upton Ltd. (consulting services to developers of major infrastructure projects and investors) (since 2017). Formerly, Principal Consultant, SRK Consulting (U.S.), Inc. (consulting services to global mining, energy and water resource industries) (2015-2017) and Founder and Principal, Resource Initiatives LLC (sustainability consulting firm) (2006-2015).

10

Director, Restoring Connections (non profit organization) (since 2019). Formerly, Director, Denver Metro Leadership Foundation (non profit organization) (2012-2014).

  

Janus Clayton Street Trust

27


Protective Life Dynamic Allocation Series - Moderate Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Independent Trustees

    

Jeffrey B. Weeden

151 Detroit Street

Denver, CO 80206

DOB: 1956

Trustee

2/16-Present

Senior Advisor, BayBoston Capital LP (investment fund in banks and bank holdings companies) (since 2015). Formerly, Management Advisor, BoxCast, Inc. (technology start-up company) (2014-2017) and Senior Executive Vice President and Chief Financial Officer, KeyCorp (financial services) (2002-2013).

10

Director, State Farm Bank (banking) (since 2014).

  

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DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Trustees and Officers (unaudited)

      

TRUSTEES

Name, Address, and Age

Positions Held with the Trust

Length of Time Served

Principal Occupations During the Past Five Years

Number of Portfolios/Funds in Fund Complex Overseen by Trustee*

Other Directorships Held by Trustee During the Past Five Years

Interested Trustees

    

Michael Drew Elder**

151 Detroit Street

Denver, CO 80206

DOB: 1970

Trustee

8/15-10/19

Co-Head of Global Distribution, Janus Henderson Investors (2018-2019) and President, Janus Henderson Distributors (broker-dealer) (2014-2019). Formerly, Head of U.S. Intermediary Distribution, Janus Capital Management LLC (2015-2018); Executive Vice President, Janus Capital Group Inc. (2015-2017); Senior Vice President, Janus Capital Management LLC (2007-2015), Janus Distributors LLC (2010-2014), and Janus Services LLC (2010-2015).

10

Director, Perkins Investment Management LLC (2014-2019).

Richard C. Hoge***

151 Detroit Street

Denver, CO 80206

DOB: 1966

Trustee

1/20 – Present

Chief Operating Officer – Exchange Traded Products, Janus Henderson Investors (since 2014); Registered Representative, Janus Henderson Distributors (broker-dealer) (since 2014)

10

Director, VelocityCapital LongShort Volatility Fund (hedge fund) (2012 – 2016)

*Each Trustee also serves as a trustee to the Janus Detroit Street Trust, which is currently comprised of seven portfolios.

**Michael Drew Elder resigned as Interested Trustee of the Trust and the Clayton Street Trust, effective October 16, 2019. During his tenure, Mr. Elder was an Interested Trustee because of his employment with Janus Capital.

***Mr. Hoge was elected to serve as Trustee of the Trust and the Janus Detroit Street Trust on January 15, 2020. Mr. Hoge is an Interested Trustee because of his employment with Janus Henderson Investors.

  

Janus Clayton Street Trust

29


Protective Life Dynamic Allocation Series - Moderate Portfolio

Trustees and Officers (unaudited)

OFFICERS

    

Name, Address, and Age

Positions Held with the Trust

Term of Office*

and Length of

Time Served

Principal Occupations During the Past Five Years

    

Bruce L. Koepfgen

151 Detroit Street

Denver, CO 80206

DOB: 1952

President and Chief Executive Officer

2/16-Present

Executive Vice President, Head of North America for Janus Henderson Investors and Janus Capital Management LLC (since 2017); President, Geneva Capital Management LLC (since 2017); Executive Vice President and Director of Janus International Holding LLC (since 2011); Executive Vice President of Janus Distributors LLC (since 2011); Executive Vice President and Working Director of INTECH Investment Management LLC (since 2011); Executive Vice President of Perkins Investment Management LLC (since 2011); and Executive Vice President and Director of Janus Management Holdings Corporation (since 2011). Formerly, President of Janus Capital Group Inc. and Janus Capital Management LLC (2013-2017); Executive Vice President of Janus Services LLC (2011-2015), Janus Capital Group Inc. and Janus Capital Management LLC (2011-2013); Manager of Perkins Investment Management (2011-2019); and Chief Financial Officer of Janus Capital Group Inc., Janus Capital Management LLC, Janus Distributors LLC, Janus Management Holdings Corporation, and Janus Services LLC (2011-2013).

Susan K. Wold

151 Detroit Street

Denver, CO 80206

DOB: 1960

Vice President, Chief Compliance Officer, and Anti- Money Laundering Officer

9/17-Present

Head of Compliance, North America for Janus Henderson (since September 2017); Formerly Vice President, Head of Global Corporate Compliance, and Chief Compliance Officer for Janus Capital Management LLC (May 2017-September 2017); Vice President, Compliance at Janus Capital Group and Janus Capital Management LLC (2005-2017).

* Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

  

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DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Trustees and Officers (unaudited)

    

Name, Address, and Age

Positions Held with the Trust

Term of Office*

and Length of

Time Served

Principal Occupations During the Past Five Years

Jesper Nergaard

151 Detroit Street

Denver, CO 80206

DOB: 1962

Vice President, Chief Financial Officer, Treasurer, and Principal Accounting Officer

2/16-Present

Head of U.S. Fund Administration, Janus Henderson Investors

Byron D. Hittle

151 Detroit Street

Denver, CO 80206

DOB: 1974

Vice President, Secretary and Chief Legal Officer

7/18-Present

Assistant General Counsel of Janus Henderson Investors (2017-present); Assistant Vice President and Senior Legal Counsel Janus Capital Management LLC (2012-2016).

OFFICERS

* Officers are elected at least annually by the Trustees for a one-year term and may also be elected from time to time by the Trustees for an interim period.

  

Janus Clayton Street Trust

31


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes

NotesPage1

  

32

DECEMBER 31, 2019


Protective Life Dynamic Allocation Series - Moderate Portfolio

Notes

NotesPage2

  

Clayton Street Trust

33


         
     
     
     

This report is submitted for the general information of shareholders of the Portfolio. It is not an offer or solicitation for the Portfolio and is not authorized for distribution to prospective investors unless preceded or accompanied by an effective prospectus.

Janus Henderson, Janus and Knowledge. Shared are trademarks of Janus Henderson Group plc or one of its subsidiaries. © Janus Henderson Group plc.

Protective Life Dynamic Allocation Series Portfolios are distributed by Janus Henderson Distributors and exclusively offered in connection with variable annuity contracts issued by Protective Life Insurance Company and its affiliates. Janus Henderson is not affiliated with Protective Life.

    

109-02-93064 02-20


Item 2 - Code of Ethics

As of the end of the period covered by this Form N-CSR, the Registrant has adopted a Code of Ethics (as defined in Item 2(b) of Form N-CSR), which is posted on the Registrant's website: janushenderson.com. Registrant intends to post any amendments to, or waivers from (as defined in Item 2 of Form N-CSR), such code on janushenderson.com within five business days following the date of such amendment or waiver.

Item 3 - Audit Committee Financial Expert

The Registrant’s Board of Trustees has determined that the following members of the Board’s Audit Committee are "audit committee financial experts," as defined in Item 3 to Form N-CSR: Jeffrey B. Weeden (Chairman) who is "independent" under the standards set forth in Item 3 to Form N-CSR.

Item 4 - Principal Accountant Fees and Services

(a) Audit Fees

The aggregate fees billed for the last fiscal year for professional services rendered by the principal accountant for the audit of the Portfolios' annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements were $82,328 in fiscal 2019 and $80,320 in fiscal 2018.

(b) Audit-Related Fees

The aggregate fees billed in the last fiscal year for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the Portfolios' financial statements and are not reported under paragraph (a) of this Item were $1,992 in fiscal 2019 and $1,619 in fiscal 2018.

(c) Tax Fees

The aggregate fees billed in the last fiscal year for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning were $13,051 in fiscal 2019 and $12,733 in fiscal 2018.

(d) All Other Fees

The aggregate fees billed in the last fiscal year for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item were $0 in fiscal 2019 and $0 in fiscal 2018.

(e) (1) The registrant's Audit Committee Charter requires the registrant's Audit Committee to pre-approve any engagement of the principal accountant (i) to provide audit or non-audit services to the registrant or (ii) to provide non-audit services to the registrant's investment adviser or any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant, if the engagement relates directly to the operations and financial reporting of the registrant, except for those non-audit services that were subject to the pre-approval exception under Rule 2-01 of Regulation S-X. The Chairman of the Audit Committee or, if the Chairman is unavailable, another member of the Audit Committee who is an independent Trustee, may grant the pre-approval. All such delegated pre-approvals must be presented to the Audit Committee no later than the next Audit Committee meeting.

(2) 0%

(f) Not applicable as less than 50%


(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 the last fiscal year of the registrant were $13,051 in fiscal 2019 and $12,733 in fiscal 2018.

(h) The registrant's audit committee of the board of trustees has considered whether the provision of non-audit services that were rendered to the registrant's investment adviser (not including any subadviser 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 Registrants

Not applicable.

Item 6 - Investments

(a) Schedule of Investments is contained in the Reports to Shareholders included under Item 1 of this Form N-CSR.

(b) Not applicable.

Item 7 - Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable to this Registrant.

Item 8 - Portfolio Managers of Closed-End Management Investment Companies

Not applicable to this Registrant.

Item 9 - Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable to this Registrant.

Item 10 - Submission of Matters to a Vote of Security Holders

There have been no material changes to the procedures by which shareholders may recommend nominees to the Registrant's Board of Trustees.

Item 11 - Controls and Procedures

(a) The Registrant's Principal Executive Officer and Principal Financial Officer have evaluated the Registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) within 90 days of this filing and have concluded that the Registrant's disclosure controls and procedures were effective, as of that date.

(b) There have been no changes in the Registrant's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940, as amended) that occurred during the Registrant's second fiscal quarter of the period covered by this report that have materially affected, or are reasonably likely to materially affect, the Registrant's internal control over financial reporting.

Item 12 - Disclosure of Securities Lending Activities for Closed-End Management Investment Companies

(a) Not applicable.


(b) Not applicable.

Item 13 - Exhibits

(a)(1) Not applicable because the Registrant has posted its Code of Ethics (as defined in Item 2(b) of Form N-CSR) on its website pursuant to paragraph (f)(2) of Item 2 of Form N-CSR.

(a)(2) Separate certifications for the Registrant's Principal Executive Officer and Principal Financial Officer, as required under Rule 30a-2(a) under the Investment Company Act of 1940, as amended, are attached as Ex99.CERT.

(a)(3) Not applicable to this Registrant.

(b) A certification for the Registrant's Principal Executive Officer and Principal Financial Officer, as required by Rule 30a-2(b) under the Investment Company Act of 1940, as amended, is attached as Ex99.906CERT.

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Clayton Street Trust

By: /s/ Bruce Koepfgen

Bruce Koepfgen, President and Chief Executive Officer of Clayton Street Trust

(Principal Executive Officer)

Date: February 28, 2020

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, and the Investment Company Act of 1940, as amended, 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: /s/ Bruce Koepfgen

Bruce Koepfgen, President and Chief Executive Officer of Clayton Street Trust

(Principal Executive Officer)

Date: February 28, 2020

By: /s/ Jesper Nergaard

Jesper Nergaard, Vice President, Chief Financial Officer, Treasurer and Principal Accounting Officer of Clayton Street Trust (Principal Accounting Officer and Principal Financial Officer)

Date: February 28, 2020