N-CSR 1 d322952dncsr.htm GUARDIAN VARIABLE PRODUCTS TRUST Guardian Variable Products Trust
Table of Contents

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-23148

 

 

Guardian Variable Products Trust

(Exact name of registrant as specified in charter)

 

 

7 Hanover Square, New York, N.Y. 10004

(Address of principal executive offices) (Zip code)

 

 

Douglas Dubitsky

7 Hanover Square, New York, N.Y. 10004

(Name and address of agent for service)

 

 

Registrant’s telephone number, including area code: 212-598-8000

Date of fiscal year end: December 31

Date of reporting period: December 31, 2016

 

 

 

 

 


Table of Contents
Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.

 


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian Large Cap Fundamental Growth VIP Fund

 


 

LOGO

 

Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


Table of Contents

TABLE OF CONTENTS

 

Guardian Large Cap Fundamental Growth VIP  Fund

 

Fund Commentary

    1  

Fund Characteristics

    3  

Fund Performance

    4  

Understanding Your Fund’s Expenses

    5  

Financial Information

 
Schedule of Investments     6  
Statement of Assets and Liabilities     8  
Statement of Operations     8  
Statement of Changes in Net Assets     9  
Financial Highlights     10  
Notes to Financial Statements     12  
Report of Independent Registered Public
Accounting Firm
    17  

Supplemental Information

 
Approval of Investment Advisory and Sub-advisory Agreements     18  
Trustees and Officers Information Table     22  
Portfolio Holdings and Proxy Voting Procedures     24  

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY OF CLEARBRIDGE INVESTMENTS LLC, SUB-ADVISER

Highlights

 

  Guardian Large Cap Fundamental Growth VIP Fund (the “Fund”) returned 1.90%, outperforming its benchmark, the Russell 1000® Growth Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s outperformance relative to the Index was primarily due to stock selection in the health care sector.

 

  The Index delivered a 1.38% return for the period. This performance was largely due to strength in the energy and industrials sectors.

Market Overview

A decidedly positive reaction to the presidential election of Donald Trump lifted U.S. markets to gains for the reporting period as the Index advanced 1.38%.

We believe that equity markets are betting that Trump’s pro-growth policies will be successful in jump-starting a U.S. economy that has been mired in a tepid expansion since the financial crisis of 2008. This optimism was based on the then President-elect’s promises for tax cuts and reforms, increased fiscal spending and the likelihood of looser government regulation of corporations and corporate activity such as mergers and acquisitions. The U.S. Federal Reserve affirmed this more optimistic outlook for the economy by raising interest rates in December 2016 and upping its planned pace of tightening over the next year.

Financial, managed care and industrial companies are expected to be the biggest near-term beneficiaries under the Trump administration. Lower costs related to regulation and higher interest rates propelled financial companies to robust post-election gains. The potential repeal or reform of the Affordable Care Act boosted managed care providers. Energy was the top performing sector in the Index, boosted by the decision of the Organization of the Petroleum Exporting Countries (OPEC) to pare back production.

Portfolio Review

The Fund’s relative performance was primarily driven by stock selection in the health care sector, with

particular strength in managed care. Stock selection in the financials and consumer discretionary sectors and a lack of exposure to the real estate sector also contributed to relative performance. On the negative side, stock selection in the consumer staples sector, and an underweight to industrials detracted from the Fund’s relative performance.

Outlook

Beyond the election, OPEC’s decision to pare back production caused oil prices to rise 14% for the period, benefiting the energy sector. We are optimistic that the oil market will likely continue to recover as global supply and demand come into balance. In the technology sector, many companies are experiencing a slowdown in spending by corporate clients, with some of the largest cuts coming in the information security area. After a flurry of reactionary spending to high profile data breaches over the last 18 months, it appears that many companies are now rethinking their approach to security. This pause could last several more quarters, but we believe the long-term demand for security solutions remains strong.

Higher interest rates continued to prop up the U.S. dollar, which climbed to its highest levels against global currencies since 2002. A stronger dollar has been a headwind for the last several years and that could continue in the near term. The trajectory of dollar appreciation in 2017 could be influenced by tax policy, specifically border adjustments for imports.

We have positioned the Fund for a low growth environment and will need to gain more confidence in the prospects for improved growth before significantly changing this positioning. The substance of Trump’s promises is still largely unknown and the President’s success in getting his full agenda through Congress is far from assured. The first half of 2017 should engender further uncertainty as those proposals enter the policymaking stage. We will be closely evaluating this process and determining where it makes sense to reposition the Fund’s exposures to capture growth opportunities that we consider attractive.

 

 

1 The Russell 1000® Growth Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1,000 largest U.S. companies based on total market capitalization) with higher price-to-book ratios and higher forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

    1


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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies may involve risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

2    


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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $9,778,263   

 

 

Sector Allocation1

As of December 31, 2016

LOGO
   

Top Ten Holdings2

As of December 31, 2016

      
   
Holding   % of Total
Net Assets
 
Amazon.com, Inc.     4.60%  
Microsoft Corp.     3.44%  
Alphabet, Inc., Class C     3.08%  
Schlumberger Ltd.     2.94%  
UnitedHealth Group, Inc.     2.91%  
Celgene Corp.     2.86%  
Visa, Inc., Class A     2.85%  
Comcast Corp., Class A     2.85%  
Akamai Technologies, Inc.     2.78%  
The Walt Disney Co.     2.66%  
Total     30.97%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2016

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian Large Cap Fundamental Growth VIP Fund     9/1/2016                         1.90%  
Russell 1000® Growth Index                               1.38%  

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

4    


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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $1,019.00        $3.37        1.00%   

Based on Hypothetical Return (5% Return Before Expenses)**

  $1,000.00     $1,020.11        $5.08        1.00%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


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SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

December 31, 2016    Shares      Value  
Common Stocks – 96.2%        
Aerospace & Defense – 1.9%        

Rockwell Collins, Inc.

     2,030       $     188,303   
       

 

 

 
                188,303   
Air Freight & Logistics – 2.1%        

United Parcel Service, Inc., Class B

     1,760         201,766   
       

 

 

 
                201,766   
Beverages – 4.0%        

Anheuser-Busch InBev S.A., ADR

     1,710         180,302   

The Coca-Cola Co.

     5,060         209,788   
       

 

 

 
                390,090   
Biotechnology – 8.2%        

Alexion Pharmaceuticals, Inc.(1)

     1,480         181,078   

Biogen, Inc.(1)

     750         212,685   

Celgene Corp.(1)

     2,420         280,115   

Regeneron Pharmaceuticals, Inc.(1)

     340         124,811   
       

 

 

 
                798,689   
Capital Markets – 5.6%        

BlackRock, Inc.

     600         228,324   

Nasdaq, Inc.

     2,050         137,596   

The Charles Schwab Corp.

     4,630         182,746   
       

 

 

 
                548,666   
Chemicals – 4.1%        

Ecolab, Inc.

     1,660         194,585   

Monsanto Co.

     1,940         204,108   
       

 

 

 
                398,693   
Communications Equipment – 1.4%   

Palo Alto Networks, Inc.(1)

     1,070         133,803   
       

 

 

 
                133,803   
Consumer Finance – 1.6%        

American Express Co.

     2,130         157,790   
       

 

 

 
                157,790   
Energy Equipment & Services – 2.9%   

Schlumberger Ltd.

     3,420         287,109   
       

 

 

 
                287,109   
Food & Staples Retailing – 2.5%        

CVS Health Corp.

     3,050         240,675   
       

 

 

 
                240,675   
Health Care Equipment & Supplies – 1.3%   

DENTSPLY SIRONA, Inc.

     2,282         131,740   
       

 

 

 
                131,740   
Health Care Providers & Services – 4.7%   

Aetna, Inc.

     1,380         171,134   

UnitedHealth Group, Inc.

     1,780         284,871   
       

 

 

 
                456,005   
Hotels, Restaurants & Leisure – 2.5%   

Chipotle Mexican Grill, Inc.(1)

     260         98,103   

Yum China Holdings, Inc.(1)

     5,520         144,183   
       

 

 

 
                242,286   
December 31, 2016    Shares      Value  
Industrial Conglomerates – 1.7%   

General Electric Co.

     5,400       $ 170,640   
       

 

 

 
                170,640   
Internet & Direct Marketing Retail – 4.6%   

Amazon.com, Inc.(1)

     600         449,922   
       

 

 

 
                449,922   
Internet Software & Services – 11.0%   

Akamai Technologies, Inc.(1)

     4,070         271,388   

Alphabet, Inc., Class A(1)

     260         206,037   

Alphabet, Inc., Class C(1)

     390         301,010   

eBay, Inc.(1)

     2,960         87,882   

Facebook, Inc., Class A(1)

     1,860         213,993   
       

 

 

 
                1,080,310   
IT Services – 4.5%        

PayPal Holdings, Inc.(1)

     4,060         160,248   

Visa, Inc., Class A

     3,570         278,532   
       

 

 

 
                438,780   
Life Sciences Tools & Services – 1.8%   

Thermo Fisher Scientific, Inc.

     1,250         176,375   
       

 

 

 
                176,375   
Media – 7.0%        

Comcast Corp., Class A

     4,030         278,272   

The Walt Disney Co.

     2,500         260,550   

Twenty-First Century Fox, Inc., Class A

     5,380         150,855   
       

 

 

 
                689,677   
Pharmaceuticals – 4.5%        

Johnson & Johnson

     1,670         192,401   

Zoetis, Inc.

     4,670         249,985   
       

 

 

 
                442,386   
Semiconductors & Semiconductor Equipment – 3.2%   

Texas Instruments, Inc.

     2,160         157,615   

Xilinx, Inc.

     2,560         154,547   
       

 

 

 
                312,162   
Software – 9.3%        

Adobe Systems, Inc.(1)

     1,800         185,310   

Fortinet, Inc.(1)

     2,900         87,348   

Microsoft Corp.

     5,420         336,799   

Red Hat, Inc.(1)

     2,340         163,098   

VMware, Inc., Class A(1)

     1,700         133,841   
       

 

 

 
                906,396   
Specialty Retail – 2.6%        

The Home Depot, Inc.

     1,920         257,434   
       

 

 

 
                257,434   
Technology Hardware, Storage & Peripherals – 1.7%   

Apple, Inc.

     1,400         162,148   
       

 

 

 
                162,148   
 

 

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


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SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

December 31, 2016    Shares      Value  
Trading Companies & Distributors – 1.5%  

WW Grainger, Inc.

     650      $ 150,962  
       

 

 

 
                150,962  
Total Common Stocks
(Cost $9,291,006)
       9,412,807  
     
      Principal
Amount
     Value  
Short–Term Investment – 8.0%  
Repurchase Agreements – 8.0%  
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $780,003, due 1/3/2017(2)

   $ 780,000        780,000  
Total Repurchase Agreements
(Cost $780,000)
       780,000  
Total Investments – 104.2%
(Cost $10,071,006)
       10,192,807  
Liabilities in excess of other assets – (4.2)%        (414,544
Total Net Assets – 100.0%      $ 9,778,263  

 

(1)  Non-income-producing security.
(2)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%       2/15/2020     $ 740,000     $ 797,152  

Legend:

ADR — American Depositary Receipt

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                 Valuation Inputs                                     
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 9,412,807        $        $        $ 9,412,807  
Repurchase Agreements                 780,000                   780,000  
Total      $     9,412,807        $     780,000        $     —        $     10,192,807  

 

The accompanying notes are an integral part of these financial statements.     7


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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $     10,192,807  

Cash

    907  

Receivable for fund shares subscribed

    51,169  

Reimbursement receivable from adviser

    12,057  

Dividends/interest receivable

    6,197  

Foreign tax reclaims receivable

    247  

Prepaid expenses

    5,409  
   

 

 

 

Total Assets

    10,268,793  
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    448,342  

Accrued audit fees

    20,000  

Investment advisory fees payable

    4,615  

Accrued trustees’ fees

    3,068  

Distribution fees payable

    1,861  

Accrued expenses and other liabilities

    12,644  
   

 

 

 

Total Liabilities

    490,530  
   

 

 

 

Total Net Assets

  $ 9,778,263  
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 9,652,826  

Accumulated net investment income/(loss)

    5,863  

Accumulated net realized gain/(loss) from investments

    (2,227

Net unrealized appreciation/(depreciation) on investments

    121,801  
   

 

 

 

Total Net Assets

  $ 9,778,263  
   

 

 

 

Investments, at Cost

  $ 10,071,006  
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    959,939  

Net Asset Value Per Share

    $10.19  
         

Statement of Operations

For the Period Ended December 31, 20161

      

Investment Income

   

Dividends

  $     28,284  

Interest

    342  

Withholding taxes on foreign dividends

    (430
   

 

 

 

Total Investment Income

    28,196  
   

 

 

 
   

Expenses

   

Investment advisory fees

    13,847  

Professional fees

    27,709  

Trustees’ fees

    19,311  

Transfer agent fees

    8,823  

Distribution fees

    5,583  

Custodian and accounting fees

    3,434  

Shareholder reports

    500  

Administrative fees

    223  

Other expenses

    2,782  
   

 

 

 

Total Expenses

    82,212  
   

Less: Fees waived

    (59,879
   

 

 

 

Total Expenses, Net

    22,333  
   

 

 

 

Net Investment Income/(Loss)

    5,863  
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments

   

Net realized gain/(loss) from investments

    (2,227

Net change in unrealized appreciation/(depreciation) on investments

    121,801  
   

 

 

 

Net Gain on Investments

    119,574  
   

 

 

 

Net Increase in Net Assets Resulting From Operations

  $ 125,437  
   

 

 

 
         

 

1 Commenced operations on September 1, 2016.
 

 

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


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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Statement of Changes in Net Assets

      
   
     For the
Period Ended
12/31/161
 
    

 

 

Operations

  

Net investment income/(loss)

  $ 5,863   

Net realized gain/(loss) from investments

    (2,227

Net change in unrealized appreciation/(depreciation) on investments

    121,801   
   

 

 

 

Net Increase in Net Assets Resulting from Operations

    125,437   
   

 

 

 
 

Capital Share Transactions

  

Proceeds from sales of shares

    9,652,826   
   

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

    9,652,826   
   

 

 

 

Net Increase in Net Assets

    9,778,263   
   

 

 

 
 

Net Assets

  

Beginning of period

      
   

 

 

 

End of period

  $     9,778,263   
   

 

 

 

Accumulated Net Investment Income Included in Net Assets

  $ 5,863   
   

 

 

 
 

Other Information:

  

Shares

   

Sold

    959,939   
   

 

 

 

Net Increase

    959,939   
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                       
      Per Share Operating Performance         
     

Net Asset Value,
Beginning of
Period

     Net Investment
Income2
     Net Realized
and Unrealized
Gain
     Total
Operations
     Net Asset
Value, End of
Period
     Total
Return3,4
 

Period Ended 12/31/161

   $ 10.00       $ 0.01       $ 0.18       $ 0.19       $ 10.19         1.90%   

 

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


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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

 

 
    
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets3,5
    Gross Ratio of
Expenses to
Average Net
Assets3
    Net Ratio of Net
Investment Income
to Average
Net Assets3,5
    Gross Ratio of Net
Investment Loss
to Average
Net Assets3
    Portfolio
Turnover Rate3
 
$ 9,778       1.00%       3.08%       0.26%       (1.82)%       4%  

 

 

1  Commenced operations on September 1, 2016.

 

2  Calculated based on the average shares outstanding during the period.

 

3 Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

4  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

5  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     11


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Large Cap Fundamental Growth VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks long-term growth of capital.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the

closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are

therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

 

 

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b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.62% up to $100 million, 0.57% up to $300 million, 0.52% up to $500 million, and 0.50% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.00% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $59,879.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $59,879.

Park Avenue has entered into a Sub-Advisory Agreement with ClearBridge Investments LLC (“ClearBridge”). ClearBridge is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $5,583 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $9,588,540 and $295,307, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum

exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian Large Cap Fundamental Growth VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian Large Cap Fundamental Growth VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received

materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The

Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive

specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted

 

 

20    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Independent Trustees

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None

Lisa K. Polsky

(born 1956)

   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None

John Walters**

(born 1962)

   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Interested Trustees

Douglas Dubitsky***

(born 1967)

   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None

Marc Costantini***

(born 1969)

   Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year
of Birth
   Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years

Douglas Dubitsky

(born 1967)

   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.

John H. Walter

(born 1962)

   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.

Harris Oliner

(born 1971)

   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.

Richard T. Potter

(born 1954)

   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.

Michael Bessel

(born 1962)

   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.

Charles Barresi, Jr.

(born 1967)

   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.

Kathleen M. Moynihan

(born 1966)

   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.

Maria Nydia Morrison

(born 1958)

   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

Kristina Fink

(born 1976)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.

Sonya L. Crosswell

(born 1977)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

24    


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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

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The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8175


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian Large Cap Disciplined Growth VIP Fund

 


 

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Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


Table of Contents

TABLE OF CONTENTS

 

Guardian Large Cap Disciplined Growth VIP Fund

 

Fund Commentary

     1  

Fund Characteristics

     3  

Fund Performance

     4  

Understanding Your Fund’s Expenses

     5  

Financial Information

  
Schedule of Investments      6  
Statement of Assets and Liabilities      8  
Statement of Operations      8  
Statement of Changes in Net Assets      9  
Financial Highlights      10  
Notes to Financial Statements      12  
Report of Independent Registered Public Accounting Firm      17  

Supplemental Information

  
Approval of Investment Advisory and
Sub-advisory Agreements
     18  
Trustees and Officers Information Table      22  
Portfolio Holdings and Proxy Voting Procedures      24  

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY OF WELLINGTON MANAGEMENT COMPANY LLP, SUB-ADVISER

Highlights

 

  Guardian Large Cap Disciplined Growth VIP Fund (the “Fund”) returned -1.50%, underperforming its benchmark, the Russell 1000® Growth Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s underperformance relative to the Index was primarily due to security selection, especially in the information technology sector.

 

  The Index returned 1.38% during the period. The energy, utilities, industrials, and financials sectors posted the best returns within the Index.

Market Overview

U.S. equities climbed during the period, ending the year in positive territory as measured by the Standard & Poor’s 500® Index. Despite a common perception that markets preferred Hillary Clinton, stocks soared following Trump’s victory on hopes of increased fiscal stimulus, reduced regulatory restrictions, and lower corporate taxes. Following the November U.S. election, the reflation trading theme dominated the narrative, leading to big equity inflows and the largest exodus from bonds since the “taper tantrum” in 2013. We believe a Republican majority in Congress is likely to reduce gridlock in Washington, and there may be momentum behind tax reform and repatriation of overseas profits. The U.S. Federal Reserve (the “Fed”) took center stage in December 2016 after giving the U.S. economy a vote of confidence by deciding to increase the federal funds rate for the first time since December 2015. While market participants had largely priced in a Fed rate hike, the statement and press conference following the meeting were more hawkish than expected, particularly the shift in view toward three interest rate hikes in 2017 versus two, as previously expected.

Portfolio Review

Security selection, particularly within the information technology, industrials, and consumer discretionary sectors, detracted from the Fund’s relative performance. Stronger stock selection within the energy and health care sectors helped to partially offset these results. Sector allocation, a residual of our bottom-up stock selection process, had a slightly positive impact on relative performance during the period, particularly due to the Fund’s underweight exposure to the real estate and health care sectors.

Outlook

As we enter 2017, we believe the global reflation theme remains intact as we expect stronger global growth and higher inflation in 2017. Under a Donald Trump administration, we believe there is a reasonable likelihood of corporate and individual tax reform, both of which, in our view, would promote reinvestment and consumption. We believe that Trump’s policies may be inflationary and may induce a stronger U.S. dollar. We expect that tax cuts will be a centerpiece of the new administration. In our view, corporate tax cuts, including the repatriation of foreign earnings at a lower tax, should be a boost for corporate earnings. Several questions remain on implementation and cost. Another boost to the U.S. economy may come from deregulation in areas such as health care, financial services, and energy drilling, which we believe would increase business confidence, lower the cost of doing business, and increase incentives to hire more workers.

However, we believe that a Trump presidency may create trade tensions, which may be a hindrance for the U.S. economy, as well as the global economy. There is also the risk of increased geopolitical uncertainty. The reaction of the rest of the world to Trump’s policies regarding trade and other relationships remains a wild card until we see his policies unfold.

 

 

1 The Russell 1000® Growth Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1,000 largest U.S. companies based on total market capitalization) with higher price-to-book ratios and higher forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

    1


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GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

 

We continue to find attractively valued stocks with the characteristics we seek. We remain consistent in adhering to our disciplined portfolio construction process that allows us to assess risk, weight individual

positions accordingly, and in the process build a portfolio that focuses largely on stock selection for generating return potential.

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies may involve risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

2    


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GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $8,165,241   

 

 

Sector Allocation1

As of December 31, 2016

LOGO

   

Top Ten Holdings2

As of December 31, 2016

         
   
Holding      % of Total
Net Assets
 
Apple, Inc.        6.09%  
iShares Russell 1000 Growth ETF        3.65%  
Alphabet, Inc., Class A        3.44%  
Amazon.com, Inc.        3.42%  
Microsoft Corp.        2.99%  
Comcast Corp., Class A        2.59%  
Facebook, Inc., Class A        2.55%  
MasterCard, Inc., Class A        2.20%  
UnitedHealth Group, Inc.        2.18%  
Altria Group, Inc.        2.16%  
Total        31.27%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


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GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2016

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian Large Cap Disciplined Growth VIP Fund     9/1/2016                             -1.50%   
Russell 1000® Growth Index                                  1.38%   

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $985.00        $3.31        1.00%   
Based on Hypothetical Return (5% Return Before Expenses)**   $1,000.00     $1,020.11        $5.08        1.00%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


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SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

December 31, 2016    Shares      Value  
Common Stocks – 94.6%        
Aerospace & Defense – 0.6%        

General Dynamics Corp.

     299       $ 51,625   
       

 

 

 
                51,625   
Banks – 0.7%   

M&T Bank Corp.

     354         55,376   
       

 

 

 
                55,376   
Beverages – 2.0%   

Molson Coors Brewing Co., Class B

     726         70,647   

Monster Beverage Corp.(1)

     2,188         97,016   
       

 

 

 
                167,663   
Biotechnology – 2.6%   

Alkermes PLC(1)

     678         37,683   

Biogen, Inc.(1)

     215         60,970   

Incyte Corp.(1)

     512         51,338   

Regeneron Pharmaceuticals, Inc.(1)

     173         63,507   
       

 

 

 
                213,498   
Building Products – 0.9%   

Fortune Brands Home & Security, Inc.

     1,361         72,759   
       

 

 

 
                72,759   
Capital Markets – 2.4%   

BlackRock, Inc.

     303         115,304   

Intercontinental Exchange, Inc.

     1,382         77,972   
       

 

 

 
                193,276   
Chemicals – 1.9%   

PPG Industries, Inc.

     928         87,938   

The Sherwin-Williams Co.

     249         66,916   
       

 

 

 
                154,854   
Consumer Finance – 1.0%   

Capital One Financial Corp.

     936         81,657   
       

 

 

 
                81,657   
Containers & Packaging – 1.1%   

Crown Holdings, Inc.(1)

     1,671         87,844   
       

 

 

 
                87,844   
Electrical Equipment – 1.3%   

AMETEK, Inc.

     1,118         54,335   

Eaton Corp. PLC

     803         53,873   
       

 

 

 
                108,208   
Energy Equipment & Services – 0.7%   

Baker Hughes, Inc.

     834         54,185   
       

 

 

 
                54,185   
Food & Staples Retailing – 2.9%   

Costco Wholesale Corp.

     971         155,467   

Walgreens Boots Alliance, Inc.

     1,010         83,587   
       

 

 

 
                239,054   
Food Products – 1.3%   

Mondelez International, Inc., Class A

     2,462         109,140   
       

 

 

 
                109,140   
Health Care Equipment & Supplies – 1.6%   

Hologic, Inc.(1)

     1,738         69,729   
                   
December 31, 2016    Shares      Value  
Health Care Equipment & Supplies (continued)   

Medtronic PLC

     874       $ 62,255   
       

 

 

 
                131,984   
Health Care Providers & Services – 3.2%   

HCA Holdings, Inc.(1)

     1,128         83,495   

UnitedHealth Group, Inc.

     1,110         177,644   
       

 

 

 
                261,139   
Hotels, Restaurants & Leisure – 3.2%   

Hilton Worldwide Holdings, Inc.

     3,888         105,754   

Starbucks Corp.

     2,799         155,400   
       

 

 

 
                261,154   
Household Durables – 1.1%   

Mohawk Industries, Inc.(1)

     449         89,656   
       

 

 

 
                89,656   
Household Products – 1.5%   

Colgate-Palmolive Co.

     1,833         119,952   
       

 

 

 
                119,952   
Industrial Conglomerates – 1.8%   

Honeywell International, Inc.

     1,242         143,886   
       

 

 

 
                143,886   
Insurance – 1.0%   

The Allstate Corp.

     1,115         82,644   
       

 

 

 
                82,644   
Internet & Direct Marketing Retail – 4.7%   

Amazon.com, Inc.(1)

     373         279,701   

Netflix, Inc.(1)

     850         105,230   
       

 

 

 
                384,931   
Internet Software & Services – 9.6%   

Alphabet, Inc., Class A(1)

     354         280,527   

Alphabet, Inc., Class C(1)

     221         170,572   

eBay, Inc.(1)

     2,009         59,647   

Facebook, Inc., Class A(1)

     1,809         208,126   

GoDaddy, Inc., Class A(1)

     1,910         66,755   
       

 

 

 
                785,627   
IT Services – 5.0%   

Accenture PLC, Class A

     735         86,091   

Global Payments, Inc.

     1,032         71,631   

MasterCard, Inc., Class A

     1,740         179,655   

PayPal Holdings, Inc.(1)

     1,815         71,638   
       

 

 

 
                409,015   
Life Sciences Tools & Services – 1.3%   

Thermo Fisher Scientific, Inc.

     755         106,530   
       

 

 

 
                106,530   
Machinery – 3.1%   

Illinois Tool Works, Inc.

     617         75,558   

Snap-on, Inc.

     523         89,574   

The Middleby Corp.(1)

     692         89,137   
       

 

 

 
                254,269   
Media – 2.6%   

Comcast Corp., Class A

     3,069         211,914   
       

 

 

 
                211,914   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

December 31, 2016    Shares      Value  
Multiline Retail – 1.1%   

Dollar Tree, Inc.(1)

     1,131       $ 87,291   
       

 

 

 
                87,291   
Personal Products – 1.3%   

The Estee Lauder Cos., Inc., Class A

     1,416         108,310   
       

 

 

 
                108,310   
Pharmaceuticals – 4.4%   

Allergan PLC(1)

     653         137,136   

Bristol-Myers Squibb Co.

     2,611         152,587   

Eli Lilly & Co.

     916         67,372   
       

 

 

 
                357,095   
Professional Services – 1.6%   

Equifax, Inc.

     522         61,716   

Verisk Analytics, Inc.(1)

     847         68,751   
       

 

 

 
                130,467   
Road & Rail – 0.9%   

JB Hunt Transport Services, Inc.

     766         74,356   
       

 

 

 
                74,356   
Semiconductors & Semiconductor Equipment – 2.9%   

Analog Devices, Inc.

     987         71,676   

Broadcom Ltd.

     563         99,522   

QUALCOMM, Inc.

     1,031         67,221   
       

 

 

 
                238,419   
Software – 7.0%   

Adobe Systems, Inc.(1)

     867         89,258   

Electronic Arts, Inc.(1)

     994         78,287   

Microsoft Corp.

     3,929         244,148   

salesforce.com, Inc.(1)

     951         65,106   

ServiceNow, Inc.(1)

     612         45,496   

Workday, Inc., Class A(1)

     816         53,929   
       

 

 

 
                576,224   
Specialty Retail – 4.7%   

Advance Auto Parts, Inc.

     587         99,273   

Lowe’s Cos., Inc.

     1,625         115,570   

The Michaels Cos., Inc.(1)

     1,788         36,565   

The TJX Cos., Inc.

     1,741         130,801   
       

 

 

 
                382,209   
Technology Hardware, Storage & Peripherals – 6.6%   

Apple, Inc.

     4,296         497,563   

Western Digital Corp.

     601         40,838   
       

 

 

 
                538,401   
December 31, 2016    Shares      Value  
Textiles, Apparel & Luxury Goods – 2.8%   

NIKE, Inc., Class B

     2,975       $ 151,219   

VF Corp.

     1,403         74,850   
       

 

 

 
                226,069   
Tobacco – 2.2%   

Altria Group, Inc.

     2,605         176,150   
       

 

 

 
                176,150   
Total Common Stocks
(Cost $7,751,877)
         7,726,831   
Exchange–Traded Funds – 3.7%   
   

iShares Russell 1000 Growth ETF

     2,843         298,231   
Total Exchange–Traded Funds
(Cost $295,823)
         298,231   
     
      Principal
Amount
     Value  
Short–Term Investment – 4.0%        
Repurchase Agreements – 4.0%        
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds maturity value of $327,001, due 1/3/2017(2)

   $ 327,000         327,000   
Total Repurchase Agreements
(Cost $327,000)
         327,000   
Total Investments – 102.3%
(Cost $8,374,700)
         8,352,062   
Liabilities in excess of other assets – (2.3)%         (186,821
Total Net Assets – 100.0%             $ 8,165,241   

 

(1)  Non-income-producing security.
(2)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%        2/15/2020      $ 310,000      $ 333,942   
 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                 Valuation Inputs                                     
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 7,726,831         $         $         $ 7,726,831   
Exchange–Traded Funds        298,231                               298,231   
Repurchase Agreements                  327,000                     327,000   
Total      $     8,025,062         $     327,000         $     —         $     8,352,062   

 

The accompanying notes are an integral part of these financial statements.     7


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $     8,352,062   

Cash

    627   

Receivable for fund shares subscribed

    36,550   

Receivable for investments sold

    24,119   

Reimbursement receivable from adviser

    11,112   

Dividends/interest receivable

    4,981   

Prepaid expenses

    5,410   
   

 

 

 

Total Assets

    8,434,861   
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    230,414   

Accrued audit fees

    20,000   

Investment advisory fees payable

    3,938   

Distribution fees payable

    1,588   

Accrued trustees’ fees

    1,070   

Accrued expenses and other liabilities

    12,610   
   

 

 

 

Total Liabilities

    269,620   
   

 

 

 

Total Net Assets

  $ 8,165,241   
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 8,241,924   

Accumulated net investment income/(loss)

    7,892   

Accumulated net realized gain/(loss) from investments

    (61,937

Net unrealized appreciation/(depreciation) on investments

    (22,638
   

 

 

 

Total Net Assets

  $ 8,165,241   
   

 

 

 

Investments, at Cost

  $ 8,374,700   
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    829,073   

Net Asset Value Per Share

    $9.85   
         

Statement of Operations

For the Period Ended December 31, 20161

 

Investment Income

   

Dividends

  $     27,857   

Interest

    297   
   

 

 

 

Total Investment Income

    28,154   
   

 

 

 
   

Expenses

   

Investment advisory fees

    12,562   

Professional fees

    27,047   

Trustees’ fees

    17,054   

Transfer agent fees

    8,816   

Distribution fees

    5,065   

Custodian and accounting fees

    3,421   

Shareholder reports

    500   

Administrative fees

    203   

Other expenses

    2,764   
   

 

 

 

Total Expenses

    77,432   
   

Less: Fees waived

    (57,170
   

 

 

 

Total Expenses, Net

    20,262   
   

 

 

 

Net Investment Income/(Loss)

    7,892   
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments

   

Net realized gain/(loss) from investments

    (61,937

Net change in unrealized appreciation/(depreciation) on investments

    (22,638
   

 

 

 

Net Loss on Investments

    (84,575
   

 

 

 

Net Decrease in Net Assets Resulting From Operations

  $ (76,683
   

 

 

 
         

 

1 Commenced operations on September 1, 2016.
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

 

Statement of Changes in Net Assets

         
   
        For the
Period Ended
12/31/161
 
       

 

 

Operations

      

Net investment income/(loss)

     $ 7,892   

Net realized gain/(loss) from investments

       (61,937

Net change in unrealized appreciation/(depreciation) on investments

       (22,638
      

 

 

 

Net Decrease in Net Assets Resulting from Operations

       (76,683
      

 

 

 
   

Capital Share Transactions

      

Proceeds from sales of shares

       8,241,924   
      

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

       8,241,924   
      

 

 

 

Net Increase in Net Assets

       8,165,241   
      

 

 

 
   

Net Assets

      

Beginning of period

         
      

 

 

 

End of period

     $     8,165,241   
      

 

 

 

Accumulated Net Investment Income Included in Net Assets

     $ 7,892   
      

 

 

 
   

Other Information:

      

Shares

      

Sold

       829,073   
      

 

 

 

Net Increase

       829,073   
      

 

 

 
            

 

1 Commenced operations on September 1, 2016.

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                                           
      Per Share Operating Performance       
          
Net Asset Value,
Beginning of
Period
     Net Investment
Income2
     Net Realized
and Unrealized
Loss
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return3,4

Period Ended 12/31/161

   $ 10.00       $ 0.01       $ (0.16   $ (0.15   $ 9.85         (1.50 )% 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets3,5
    Gross Ratio of
Expenses to
Average Net
Assets3
    Net Ratio of Net
Investment Income
to Average
Net Assets3,5
    Gross Ratio of Net
Investment Loss
to Average
Net Assets3
    Portfolio
Turnover Rate3
 
$ 8,165        1.00%        3.16%        0.39%        (1.77)%        42%   

 

 

1  Commenced operations on September 1, 2016.

 

2 Calculated based on the average shares outstanding during the period.

 

3 Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

4  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.’s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

5  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     11


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Large Cap Disciplined Growth VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks to maximize long-term growth.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the

closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.

 

 

12    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are

therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

 

 

    13


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.62% up to $100 million, 0.57% up to $300 million, 0.52% up to $500 million, and 0.50% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.00% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without

 

 

14    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $57,170.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $57,170.

Park Avenue has entered into a Sub-Advisory Agreement with Wellington Management Company LLP (“Wellington”). Wellington is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $5,065 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $10,750,352 and $2,640,715, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the

time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian Large Cap Disciplined Growth VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian Large Cap Disciplined Growth VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received

materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.

 

 

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Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The

Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive

specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Independent Trustees

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None

Lisa K. Polsky

(born 1956)

   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None

John Walters**

(born 1962)

   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Interested Trustees

Douglas Dubitsky***

(born 1967)

   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None
Marc Costantini*** (born 1969)    Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years

Douglas Dubitsky

(born 1967)

   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.

John H. Walter

(born 1962)

   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.

Harris Oliner

(born 1971)

   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.

Richard T. Potter

(born 1954)

   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.

Michael Bessel

(born 1962)

   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.
Charles Barresi, Jr. (born 1967)    Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.
Kathleen M. Moynihan (born 1966)    Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.
Maria Nydia Morrison (born 1958)    Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

Kristina Fink

(born 1976)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.
Sonya L. Crosswell (born 1977)    Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

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The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8173


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian Integrated Research VIP Fund

 


 

LOGO

 

Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


Table of Contents

TABLE OF CONTENTS

 

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN INTEGRATED RESEARCH VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY OF MASSACHUSETTS FINANCIAL SERVICES COMPANY, SUB-ADVISER

Highlights

 

  Guardian Integrated Research VIP Fund (the “Fund”) returned 2.40%, underperforming its benchmark, the Standard & Poor’s 500® Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s underperformance relative to the Index was primarily due to security selection, especially within the retailing and special products and services sectors.

 

  The Index returned 3.84% for the period. The performance of the Index was largely driven by the financials sector, followed by the energy and industrials sectors.

Market Overview

Sluggish global growth weighed on both developed and emerging market (“EM”) economies during much of the reporting period, though signs of improved growth became evident in late 2016. The U.S. Federal Reserve increased interest rates by 0.25% at the end of the period, the second interest rate hike of the cycle which began in December 2015. Globally, however, central bank policy remained highly accommodative, which forced many government bond, and even some corporate bond, yields into negative territory during the period.

Late in the period, the U.S. presidential election outcome prompted a significant rally in equities and a rise in bond yields in anticipation of a reflationary policy mix from the incoming Trump administration. A sharp rise in the U.S. dollar was a headwind for multinational companies late in the period, weighing on earnings. U.S. consumer spending held up well amid a modest increase in real wages and relatively low gasoline prices. Demand for autos reached near-record territory, while the housing market continued its recovery. Slow global trade continued to mirror slow global growth, particularly for many emerging markets countries.

During the reporting period new challenges emerged for emerging markets debt (“EMD”) as a result of the U.S. presidential election, which raised concerns about the potential for a protectionist turn in U.S. trade policy which could negatively impact emerging markets economies. As of the end of the period, the markets seemed to be in “wait-and-see” mode, looking for evidence to either confirm or refute the repricing of risk that occurred since election day.

Portfolio Review

Poor stock selection and an overweight position in the retailing sector was a primary detractor from the Fund’s performance relative to the Index. Stock selection within the special products and services sector further weighed on the Fund’s relative performance. The Fund’s positions in certain medical devices, natural gas exploration and development, food production, and pharmaceutical companies weakened its performance relative to the benchmark. In addition, the Fund’s positions in integrated energy stocks further dampened the Fund’s relative performance.

Strong stock selection in both the financial services and transportation sectors was a primary contributor to the Fund’s performance relative to the benchmark. Within the financial services sector, the Fund’s holdings in certain financial services firms, insurance companies, and direct banking and payment services stocks aided its relative performance. Within the transportation sector, the Fund’s positions in certain airline stocks strengthened its relative performance. The Fund’s holdings in certain independent oil refinery and energy exploration and production stocks further contributed to the Fund’s relative performance.

Outlook

The second half of 2016 was characterized by a rotation in the equity markets from more defensive sectors like utilities, real estate investment trusts

 

 

1 The Standard & Poor’s 500® Index (the “Index”) is an unmanaged market-capitalization-weighted index generally considered to be representative of U.S. equity market activity. The Index consists of 500 stocks representing leading industries of the U.S. economy. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

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GUARDIAN INTEGRATED RESEARCH VIP FUND

 

(REITS) and large-cap multinational companies, to

cyclical sectors that we view to be “risker,” started during the summer. Additionally, in the post-election environment since November, beaten-down, lower quality sectors such as banks and industrials — owing to higher debt levels and less-certain cash flow generation abilities — took on market leadership

roles. While some aspects of the rotation from sectors we consider to be defensive might persist, we believe

it is reasonable to question the durability of the current low quality trend. As the new administration’s policies take effect, we expect to see continued economic growth and stabilization in the market. We believe this should provide a constructive backdrop for our longer term investment perspective and our preference for higher quality, attractively valued companies.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies may involve risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

2    


Table of Contents

GUARDIAN INTEGRATED RESEARCH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $14,915,237   

 

 

Sector Allocation1

As of December 31, 2016

LOGO
   

Top Ten Holdings2

As of December 31, 2016

         
   
Holding      % of Total
Net Assets
 
Amazon.com, Inc.        3.01%  
Bank of America Corp.        2.65%  
Verizon Communications, Inc.        2.41%  
Apple, Inc.        2.33%  
Cisco Systems, Inc.        2.24%  
Merck & Co., Inc.        2.20%  
The Procter & Gamble Co.        2.06%  
Citigroup, Inc.        2.01%  
Celgene Corp.        1.86%  
Facebook, Inc., Class A        1.84%  
Total        22.61%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


Table of Contents

GUARDIAN INTEGRATED RESEARCH VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2016

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian Integrated Research VIP Fund     9/1/2016                             2.40%   
Standard & Poor’s 500® Index                                  3.84%   

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

4    


Table of Contents

UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

 

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $1,024.00        $3.24        0.96%   

Based on Hypothetical Return (5% Return Before Expenses)**

  $1,000.00     $1,020.31        $4.88        0.96%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

December 31, 2016    Shares      Value  
Common Stocks – 98.8%        
Aerospace & Defense – 3.3%        

Northrop Grumman Corp.

     939       $     218,393   

Textron, Inc.

     1,495         72,597   

United Technologies Corp.

     1,849         202,687   
       

 

 

 
                493,677   
Airlines – 1.2%        

Delta Air Lines, Inc.

     1,617         79,540   

United Continental Holdings, Inc.(1)

     1,462         106,551   
       

 

 

 
                186,091   
Automobiles – 0.6%        

General Motors Co.

     2,558         89,121   
       

 

 

 
                89,121   
Banks – 7.4%        

Bank of America Corp.

     17,875         395,037   

Citigroup, Inc.

     5,056         300,478   

JPMorgan Chase & Co.

     2,747         237,039   

Wells Fargo & Co.

     3,118         171,833   
       

 

 

 
                1,104,387   
Biotechnology – 3.1%        

Celgene Corp.(1)

     2,399         277,684   

Gilead Sciences, Inc.

     2,563         183,537   
       

 

 

 
                461,221   
Building Products – 1.1%        

Owens Corning

     3,092         159,424   
       

 

 

 
                159,424   
Chemicals – 2.5%        

Air Products & Chemicals, Inc.

     964         138,643   

Monsanto Co.

     1,106         116,362   

The Sherwin-Williams Co.

     415         111,527   
       

 

 

 
                366,532   
Communications Equipment – 2.2%   

Cisco Systems, Inc.

     11,080         334,838   
       

 

 

 
                334,838   
Consumer Finance – 1.7%        

Discover Financial Services

     3,553         256,136   
       

 

 

 
                256,136   
Diversified Financial Services – 0.5%   

Berkshire Hathaway, Inc., Class B(1)

     487         79,371   
       

 

 

 
                79,371   
Diversified Telecommunication Services – 2.8%   

AT&T, Inc.

     1,237         52,609   

Verizon Communications, Inc.

     6,723         358,874   
       

 

 

 
                411,483   
Electric Utilities – 3.1%        

American Electric Power Co., Inc.

     594         37,398   

Exelon Corp.

     6,743         239,309   

FirstEnergy Corp.

     4,458         138,064   

PPL Corp.

     1,611         54,855   
       

 

 

 
                469,626   
December 31, 2016    Shares      Value  
Equity Real Estate – 2.0%        

Mid-America Apartment Communities, Inc.

     799       $     78,238   

Public Storage

     639         142,817   

STORE Capital Corp.

     3,257         80,480   
       

 

 

 
                301,535   
Food & Staples Retailing – 2.0%   

CVS Health Corp.

     2,657         209,664   

Wal-Mart Stores, Inc.

     1,236         85,432   
       

 

 

 
                295,096   
Food Products – 4.3%        

Archer-Daniels-Midland Co.

     4,527         206,658   

Mondelez International, Inc., Class A

     5,374         238,229   

The JM Smucker Co.

     468         59,932   

Tyson Foods, Inc., Class A

     2,135         131,687   
       

 

 

 
                636,506   
Health Care Equipment & Supplies – 2.7%   

Abbott Laboratories

     4,125         158,441   

Medtronic PLC

     3,333         237,410   
       

 

 

 
                395,851   
Health Care Providers & Services – 1.8%   

HCA Holdings, Inc.(1)

     2,625         194,302   

McKesson Corp.

     296         41,573   

UnitedHealth Group, Inc.

     220         35,209   
       

 

 

 
                271,084   
Hotels, Restaurants & Leisure – 2.5%   

Domino’s Pizza, Inc.

     1,292         205,738   

Starbucks Corp.

     1,976         109,708   

Yum! Brands, Inc.

     867         54,907   
       

 

 

 
                370,353   
Household Products – 2.1%        

The Procter & Gamble Co.

     3,655         307,312   
       

 

 

 
                307,312   
Independent Power and Renewable Electricity Producers – 0.5%    

AES Corp.

     5,945         69,081   
       

 

 

 
                69,081   
Industrial Conglomerates – 0.5%        

General Electric Co.

     2,550         80,580   
       

 

 

 
                80,580   
Insurance – 5.4%        

Chubb Ltd.

     400         52,848   

MetLife, Inc.

     4,227         227,793   

Prudential Financial, Inc.

     2,298         239,130   

The Allstate Corp.

     846         62,705   

The Travelers Cos., Inc.

     260         31,829   

Validus Holdings Ltd.

     1,953         107,435   

XL Group Ltd.

     2,138         79,662   
       

 

 

 
                801,402   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

December 31, 2016    Shares      Value  
Internet & Direct Marketing Retail – 3.2%   

Amazon.com, Inc.(1)

     598       $     448,422   

The Priceline Group, Inc.(1)

     21         30,787   
       

 

 

 
                479,209   
Internet Software & Services – 3.9%   

Alphabet, Inc., Class A(1)

     236         187,018   

Alphabet, Inc., Class C(1)

     161         124,263   

Facebook, Inc., Class A(1)

     2,386         274,509   
       

 

 

 
                585,790   
IT Services – 4.0%        

Accenture PLC, Class A

     707         82,811   

Cognizant Technology Solutions Corp., Class A(1)

     2,505         140,355   

FleetCor Technologies, Inc.(1)

     1,205         170,532   

Global Payments, Inc.

     2,834         196,708   
       

 

 

 
                590,406   
Machinery – 1.0%        

Illinois Tool Works, Inc.

     864         105,806   

Ingersoll-Rand PLC

     509         38,195   
       

 

 

 
                144,001   
Media – 2.8%        

Charter Communications, Inc., Class A(1)

     739         212,773   

Comcast Corp., Class A

     3,009         207,771   
       

 

 

 
                420,544   
Oil, Gas & Consumable Fuels – 5.6%   

Anadarko Petroleum Corp.

     449         31,309   

Chevron Corp.

     135         15,889   

EOG Resources, Inc.

     2,389         241,528   

Exxon Mobil Corp.

     1,549         139,813   

Noble Energy, Inc.

     908         34,558   

Occidental Petroleum Corp.

     803         57,198   

Rice Energy, Inc.(1)

     6,456         137,835   

Valero Energy Corp.

     2,577         176,061   
       

 

 

 
                834,191   
Personal Products – 0.5%        

The Estee Lauder Cos., Inc., Class A

     941         71,977   
       

 

 

 
                71,977   
Pharmaceuticals – 5.7%        

Eli Lilly & Co.

     3,493         256,910   

Johnson & Johnson

     2,136         246,089   

Merck & Co., Inc.

     5,562         327,435   

Pfizer, Inc.

     574         18,643   
       

 

 

 
                849,077   
Road & Rail – 0.9%        

Union Pacific Corp.

     1,305         135,302   
       

 

 

 
                135,302   
Semiconductors & Semiconductor Equipment – 2.3%   

Broadcom Ltd.

     919         162,452   

Intel Corp.

     5,045         182,982   
       

 

 

 
                345,434   
December 31, 2016    Shares      Value  
Software – 4.4%        

Electronic Arts, Inc.(1)

     2,724       $     214,542   

Intuit, Inc.

     1,888         216,384   

Microsoft Corp.

     3,676         228,427   
       

 

 

 
                659,353   
Specialty Retail – 3.4%        

AutoZone, Inc.(1)

     308         243,255   

Best Buy Co., Inc.

     1,760         75,099   

Ross Stores Inc.

     1,964         128,839   

The Gap, Inc.

     2,866         64,313   
       

 

 

 
                511,506   
Technology Hardware, Storage & Peripherals – 4.1%   

Apple, Inc.

     3,000         347,460   

Hewlett Packard Enterprise Co.

     9,050         209,417   

NCR Corp.(1)

     1,346         54,594   
       

 

 

 
                611,471   
Textiles, Apparel & Luxury Goods – 1.0%   

PVH Corp.

     1,741         157,108   
       

 

 

 
                157,108   
Tobacco – 2.2%        

Altria Group, Inc.

     964         65,186   

Philip Morris International, Inc.

     2,811         257,178   
       

 

 

 
                322,364   
Trading Companies & Distributors – 0.5%   

United Rentals, Inc.(1)

     688         72,639   
       

 

 

 
                72,639   
Total Common Stocks
(Cost $14,461,483)
         14,731,079   
     
      Principal
Amount
     Value  
Short–Term Investment – 2.4%   
Repurchase Agreements – 2.4%   
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $366,001, due 1/3/2017(2)

   $ 366,000         366,000   
Total Repurchase Agreements
(Cost $366,000)
         366,000   
Total Investments – 101.2%
(Cost $14,827,483)
         15,097,079   
Liabilities in excess of other assets – (1.2)%         (181,842
Total Net Assets – 100.0%       $ 14,915,237   

 

(1)  Non-income-producing security.
(2)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%        2/15/2020      $ 350,000      $ 377,032   
 

 

The accompanying notes are an integral part of these financial statements.     7


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                 Valuation Inputs                                     
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 14,731,079         $         $         $ 14,731,079   
Repurchase Agreements                  366,000                     366,000   
Total      $   14,731,079         $   366,000         $   —         $   15,097,079   

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $     15,097,079   

Cash

    845   

Receivable for fund shares subscribed

    51,168   

Reimbursement receivable from adviser

    20,456   

Dividends/interest receivable

    15,527   

Prepaid expenses

    10,819   
   

 

 

 

Total Assets

    15,195,894   
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    237,341   

Accrued audit fees

    20,000   

Investment advisory fees payable

    6,505   

Distribution fees payable

    2,957   

Accrued trustees’ fees

    357   

Accrued expenses and other liabilities

    13,497   
   

 

 

 

Total Liabilities

    280,657   
   

 

 

 

Total Net Assets

  $ 14,915,237   
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 14,610,681   

Accumulated net investment income/(loss)

    35,737   

Accumulated net realized gain/(loss) from investments

    (777

Net unrealized appreciation/(depreciation) on investments

    269,596   
   

 

 

 

Total Net Assets

  $ 14,915,237   
   

 

 

 

Investments, at Cost

  $ 14,827,483   
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    1,456,493   

Net Asset Value Per Share

    $10.24   
         

Statement of Operations

For the Period Ended December 31, 20161

      

Investment Income

   

Dividends

  $     72,593   

Interest

    596   
   

 

 

 

Total Investment Income

    73,189   
   

 

 

 
   

Expenses

   

Investment advisory fees

    21,457   

Professional fees

    33,628   

Trustees’ fees

    32,213   

Distribution fees

    9,753   

Transfer agent fees

    9,257   

Custodian and accounting fees

    3,509   

Shareholder reports

    1,000   

Administrative fees

    390   

Other expenses

    5,515   
   

 

 

 

Total Expenses

    116,722   
   

Less: Fees waived

    (79,270
   

 

 

 

Total Expenses, Net

    37,452   
   

 

 

 

Net Investment Income/(Loss)

    35,737   
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments

   

Net realized gain/(loss) from investments

    (777

Net change in unrealized appreciation/(depreciation) on investments

    269,596   
   

 

 

 

Net Gain on Investments

    268,819   
   

 

 

 

Net Increase in Net Assets Resulting From Operations

  $ 304,556   
   

 

 

 
         

 

1 Commenced operations on September 1, 2016.
 

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

Statement of Changes in Net Assets

      
   
     For the
Period Ended
12/31/161
 
    

 

 

Operations

  

Net investment income/(loss)

  $ 35,737   

Net realized gain/(loss) from investments

    (777

Net change in unrealized appreciation/(depreciation) on investments

    269,596   
   

 

 

 

Net Increase in Net Assets Resulting from Operations

    304,556   
   

 

 

 
 

Capital Share Transactions

  

Proceeds from sales of shares

    14,610,681   
   

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

    14,610,681   
   

 

 

 

Net Increase in Net Assets

    14,915,237   
   

 

 

 
 

Net Assets

  

Beginning of period

      
   

 

 

 

End of period

  $ 14,915,237   
   

 

 

 

Accumulated Net Investment Income Included in Net Assets

  $ 35,737   
   

 

 

 
 

Other Information:

  

Shares

   

Sold

    1,456,493   
   

 

 

 

Net Increase

    1,456,493   
   

 

 

 
         

 

1 Commenced operations on September 1, 2016.

 

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


Table of Contents

 

 

This Page Intentionally Left Blank

 

 

 

 

    11


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                                               
      Per Share Operating Performance         
     

Net Asset Value,
Beginning of
Period

     Net Investment
Income2
     Net Realized
and Unrealized
Gain
     Total
Operations
     Net Asset
Value, End of
Period
     Total
Return3,4
 

Period Ended 12/31/161

   $ 10.00       $ 0.03       $ 0.21       $ 0.24       $ 10.24         2.40%   

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets3,5
    Gross Ratio of
Expenses to
Average Net
Assets3
    Net Ratio of Net
Investment Income
to Average
Net Assets3,5
    Gross Ratio of Net
Investment Loss
to Average
Net Assets3
    Portfolio
Turnover Rate3
 
$ 14,915        0.96%        2.65%        0.92%        (0.77)%        15%   

 

 

1  Commenced operations on September 1, 2016.

 

2  Calculated based on the average shares outstanding during the period.

 

3 Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

4  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

5  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     13


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1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Integrated Research VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks capital appreciation.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the

closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.

 

 

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Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are

therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

 

 

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b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.55% up to $100 million, 0.50% up to $300 million, and 0.40% in excess of $300 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.96% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $79,270.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $79,270.

Park Avenue has entered into a Sub-Advisory Agreement with Massachusetts Financial Services Company (“MFS”). MFS is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1” plan), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $9,753 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $16,319,111 and $1,831,526, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable

 

 

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information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made

against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian Integrated Research VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian Integrated Research VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received

materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds

or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian

 

 

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Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information

from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Independent Trustees

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None
Lisa K. Polsky (born 1956)    Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None
John Walters** (born 1962)    Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

24    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Interested Trustees

Douglas Dubitsky***

(born 1967)

   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None
Marc Costantini*** (born 1969)    Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year
of Birth
   Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years

Douglas Dubitsky

(born 1967)

   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.

John H. Walter

(born 1962)

   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.

Harris Oliner

(born 1971)

   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.

Richard T. Potter

(born 1954)

   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.

Michael Bessel

(born 1962)

   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.

Charles Barresi, Jr.

(born 1967)

   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.

Kathleen M. Moynihan

(born 1966)

   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.

Maria Nydia Morrison

(born 1958)

   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

Kristina Fink

(born 1976)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.

Sonya L. Crosswell

(born 1977)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

    25


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

26    


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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

LOGO

The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8170


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian Diversified Research VIP Fund

 


 

LOGO

 

Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


Table of Contents

TABLE OF CONTENTS

 

Guardian Diversified Research VIP Fund

 

Fund Commentary

    1  

Fund Characteristics

    3  

Fund Performance

    4  

Understanding Your Fund’s Expenses

    5  

Financial Information

 
Schedule of Investments     6  
Statement of Assets and Liabilities     10  
Statement of Operations     10  
Statement of Changes in Net Assets     11  
Financial Highlights     12  
Notes to Financial Statements     14  
Report of Independent Registered Public Accounting Firm     19  

Supplemental Information

 
Approval of Investment Advisory and Sub-advisory Agreements     20  
Trustees and Officers Information Table     24  
Portfolio Holdings and Proxy Voting Procedures     26  

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY OF PUTNAM INVESTMENT MANAGEMENT, LLC, SUB-ADVISER

Highlights

 

  Guardian Diversified Research VIP Fund (the “Fund”) returned 3.70%, underperforming its benchmark, the Standard & Poor’s 500® Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s underperformance relative to the Index was due to unfavorable stock selection in the consumer discretionary, consumer staples and industrials sectors, which detracted from the Fund’s relative performance.

 

  The Index returned 3.84% for the period. The performance of the Index was driven by the financials services and transportation sector, followed by the energy and industrials sectors.

Market Overview

U.S. stocks delivered strong performance over the period, lifted by a rally that strengthened after the U.S. presidential election. Also, despite a difficult final trading week, major U.S. equity indexes logged solid gains for the year.

Uncertainty around the election and a potential interest-rate hike by the U.S. Federal Reserve (the “Fed”) overshadowed equity performance at the start of the period. Markets seemed to ignore a better-than-expected third-quarter gross domestic product (GDP) report and data showing continued strength in the labor market. Consumer spending, which accounts for more than two thirds of U.S. economic activity, moved up 0.4% in October. U.S. stocks slipped slightly for the month, and stocks continued to struggle leading up to the November 8, 2016 election.

Following the U.S. presidential election, stocks advanced with the so-called “Trump rally,” and U.S. indexes set multiple records. Market sentiment rose, lifted in part by the expectation of positive growth from Trump’s pro-business policy proposals, including tax cuts, increased federal spending and deregulation.

By mid-December, the Fed raised the target range for the federal funds rate by 0.25% — its first hike in 2016 — and signaled that three more interest rate increases are likely for 2017. Stocks plummeted in response, but recovered quickly.

A number of economic reports highlighted the health of the economy. The Bureau of Economic Analysis reported that corporate profits increased 5.8% in the third quarter, after decreasing 0.6% in the second quarter. Consumer spending and sentiment rose, new home sales jumped, and the Dow Jones Industrial Average approached the psychological milestone of 20,000 several times near the end of the quarter. Oil, which traded at times above $50 a barrel earlier in the fall, rallied by the end of the quarter in anticipation of a supply reduction to go into effect in January 2017.

In this environment, U.S. stocks, as measured by the Index, returned 3.84% during the period, with the following sectors posting gains: financials (17.95%), energy (10.59%), industrials (7.2%), telecommunication services (3.81%), information technology (3.69%), materials (3.61%), consumer discretionary (2.01%) and utilities (0.54%). Sectors that declined for the period included consumer staples (-3.45%), health care (-4.50%) and real estate (5.65%).

Portfolio Review

The Fund’s performance was mainly driven by stock selection in the financials, energy and telecommunications sectors; however, sector allocation, a residual of the stock selection process in the consumer discretionary, consumer staples and industrials sectors, detracted slightly from the Fund’s relative performance.

Outlook

Closing a year that began painfully for U.S. equity investors, the final quarter of 2016 delivered some pleasant surprises. The market advance that started in

 

 

1 The Standard & Poor’s 500® Index (the “Index”) is an unmanaged market-capitalization-weighted index generally considered to be representative of U.S. equity market activity. The Index consists of 500 stocks representing leading industries of the U.S. economy. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

    1


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GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

the third quarter continued through the end of the year, interrupted briefly by downturns in the weeks before the U.S. presidential election. In the election’s aftermath, equity performance surged in anticipation of a new administration and the potential for corporate tax cuts, increased infrastructure spending and a looser regulatory environment for many businesses. While most market observers expected post-election turmoil, many major U.S. equity indexes hit record highs throughout the fourth quarter and delivered solid positive returns for the year.

The surges in both share prices and sentiment were a welcome conclusion to a year of uncertainties. However, we enter 2017 on a cautionary note, with an eye on sectors where valuations may have been stretched by the fourth-quarter rally. At the same time, we are pleased to be seeing more differentiation in the market. In our view, equity correlations have declined, stocks are performing more independently, and there is clearer distinction between winners and losers. This expands our stock-selection opportunities, particularly in sectors that we believe were left behind in the post-election excitement. Examples include health care and consumer staples, which weakened

with the fourth-quarter shift to more cyclical and industrial areas of the market.

For U.S. corporations, the earnings growth picture brightened in the latter half of 2016, and we believe profit growth is likely to continue in 2017. In many cases, we believe that it will be easy to improve on the prior year’s weakness, but other factors also contribute to our positive outlook, including a push toward infrastructure spending and deregulation, which should encourage capital expenditure and boost earnings growth in financials and a number of cyclical industries. However, we believe the detrimental effect of a strong dollar remains an important potential headwind to earnings growth in the quarters ahead.

The late-2016 rallies — in equity prices, investor enthusiasm, and consumer and business confidence — could prove beneficial for U.S. equity performance in the months ahead. But certain market uncertainties could interrupt, or even derail, the market’s momentum, particularly the effectiveness of the new administration to quickly effect policy changes.

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies may involve risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

2    


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GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $10,138,890   

 

   

Sector Allocation1

As of December 31, 2016

    
LOGO
   

Top Ten Holdings2

As of December 31, 2016

         
   
Holding      % of Total
Net Assets
 
Apple, Inc.        3.20%  
Microsoft Corp.        3.02%  
Alphabet, Inc., Class A        2.71%  
JPMorgan Chase & Co.        2.10%  
PepsiCo, Inc.        2.03%  
Bank of America Corp.        1.99%  
Amazon.com, Inc.        1.98%  
Wells Fargo & Co.        1.92%  
Facebook, Inc., Class A        1.60%  
AT&T, Inc.        1.49%  
Total        22.04%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


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GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

Fund Performance (unaudited)

 

 

Average Annual Total Returns

As of December 31, 2016

 
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian Diversified Research VIP Fund     9/1/2016                         3.70%  
Standard & Poor’s 500® Index                               3.84%  

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

4    


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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $1,037.00        $3.26        0.96%   

Based on Hypothetical Return (5% Return Before Expenses)**

  $1,000.00     $1,020.31        $4.88        0.96%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

December 31, 2016    Shares      Value  
Common Stocks – 97.8%  
Aerospace & Defense – 2.7%  

Airbus Group SE (Netherlands)

     877      $     57,881  

Northrop Grumman Corp.

     336        78,147  

Raytheon Co.

     547        77,674  

United Technologies Corp.

     541        59,304  
       

 

 

 
                273,006  
Air Freight & Logistics – 0.4%  

United Parcel Service, Inc., Class B

     333        38,175  
       

 

 

 
                38,175  
Airlines – 0.6%  

American Airlines Group, Inc.

     606        28,294  

United Continental Holdings, Inc.(1)

     391        28,496  
       

 

 

 
                56,790  
Banks – 6.8%  

Bank of America Corp.

     9,142        202,038  

JPMorgan Chase & Co.

     2,471        213,223  

KeyCorp

     4,094        74,797  

Wells Fargo & Co.

     3,532        194,649  
       

 

 

 
                684,707  
Beverages – 3.6%  

Dr Pepper Snapple Group, Inc.

     907        82,238  

Molson Coors Brewing Co., Class B

     694        67,533  

Monster Beverage Corp.(1)

     287        12,726  

PepsiCo, Inc.

     1,961        205,179  
       

 

 

 
                367,676  
Biotechnology – 3.6%  

Amgen, Inc.

     605        88,457  

Biogen, Inc.(1)

     242        68,626  

Celgene Corp.(1)

     964        111,583  

Gilead Sciences, Inc.

     1,319        94,454  
       

 

 

 
                363,120  
Building Products – 1.0%  

Caesarstone Ltd.(1)

     196        5,615  

Johnson Controls International PLC

     2,292        94,408  
       

 

 

 
                100,023  
Capital Markets – 3.2%  

AllianceBernstein Holding LP

     1,353        31,728  

Ameriprise Financial, Inc.

     294        32,616  

Intercontinental Exchange, Inc.

     73        4,119  

Invesco Ltd.

     830        25,182  

KKR & Co. LP

     3,616        55,650  

The Charles Schwab Corp.

     1,891        74,638  

The Goldman Sachs Group, Inc.

     425        101,766  
       

 

 

 
                325,699  
Chemicals – 2.7%  

Air Products & Chemicals, Inc.

     128        18,409  

Albemarle Corp.

     304        26,168  

Axalta Coating Systems Ltd.(1)

     442        12,023  

CF Industries Holdings, Inc.

     915        28,804  

LANXESS AG (Germany)

     193        12,646  
                   
December 31, 2016    Shares      Value  
Chemicals (continued)  

Sociedad Quimica y Minera de Chile S.A., ADR

     171      $     4,899  

Syngenta AG (Switzerland)

     77        30,429  

The Dow Chemical Co.

     769        44,002  

The Sherwin-Williams Co.

     271        72,829  

WR Grace & Co.

     261        17,654  

Yara International ASA (Norway)

     88        3,465  
       

 

 

 
                271,328  
Commercial Services & Supplies – 1.0%  

Rollins, Inc.

     1,236        41,752  

Stericycle, Inc.(1)

     203        15,639  

Waste Connections, Inc.

     504        39,610  
       

 

 

 
                97,001  
Communications Equipment – 0.4%  

Cisco Systems, Inc.

     1,305        39,437  
       

 

 

 
                39,437  
Construction Materials – 0.3%  

Martin Marietta Materials, Inc.

     66        14,621  

Vulcan Materials Co.

     125        15,644  
       

 

 

 
                30,265  
Consumer Finance – 1.0%  

Synchrony Financial

     2,895        105,002  
       

 

 

 
                105,002  
Containers & Packaging – 0.4%  

Ball Corp.

     201        15,089  

RPC Group PLC (United Kingdom)

     695        9,092  

Sealed Air Corp.

     434        19,678  
       

 

 

 
                43,859  
Distributors – 0.1%  

LKQ Corp.(1)

     308        9,440  
       

 

 

 
                9,440  
Diversified Consumer Services – 0.5%  

Bright Horizons Family Solutions, Inc.(1)

     295        20,656  

Service Corp. International

     1,230        34,932  
       

 

 

 
                55,588  
Diversified Financial Services – 0.1%  

Berkshire Hathaway, Inc., Class B(1)

     32        5,216  

Conyers Park Acquisition Corp.(1)

     825        8,951  
       

 

 

 
                14,167  
Diversified Telecommunication Services – 1.9%  

AT&T, Inc.

     3,557        151,279  

Zayo Group Holdings, Inc.(1)

     1,117        36,705  
       

 

 

 
                187,984  
Electric Utilities – 1.8%  

American Electric Power Co., Inc.

     325        20,462  

Edison International

     425        30,596  

Exelon Corp.

     1,580        56,074  

NextEra Energy, Inc.

     248        29,626  
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

December 31, 2016    Shares      Value  
Electric Utilities (continued)   

PG&E Corp.

     763       $     46,367   
       

 

 

 
                183,125   
Energy Equipment & Services – 1.4%   

Baker Hughes, Inc.

     243         15,788   

Halliburton Co.

     1,259         68,099   

Schlumberger Ltd.

     747         62,711   
       

 

 

 
                146,598   
Equity Real Estate – 2.9%   

American Tower Corp.

     386         40,792   

AvalonBay Communities, Inc.

     150         26,572   

Boston Properties, Inc.

     211         26,540   

Douglas Emmett, Inc.

     221         8,080   

Equinix, Inc.

     75         26,806   

Equity LifeStyle Properties, Inc.

     208         14,997   

Essex Property Trust, Inc.

     51         11,858   

Federal Realty Investment Trust

     97         13,785   

Gaming and Leisure Properties, Inc.

     592         18,127   

General Growth Properties, Inc.

     660         16,487   

Kimco Realty Corp.

     199         5,007   

Pebblebrook Hotel Trust

     225         6,694   

Public Storage

     109         24,361   

Simon Property Group, Inc.

     150         26,650   

Ventas, Inc.

     370         23,132   
       

 

 

 
                289,888   
Food & Staples Retailing – 2.7%   

Costco Wholesale Corp.

     454         72,690   

CVS Health Corp.

     546         43,085   

The Kroger Co.

     1,109         38,272   

Wal-Mart Stores, Inc.

     463         32,002   

Walgreens Boots Alliance, Inc.

     1,108         91,698   
       

 

 

 
                277,747   
Food Products – 1.6%   

Mead Johnson Nutrition Co.

     240         16,982   

Nomad Foods Ltd.(1)

     757         7,245   

Pinnacle Foods, Inc.

     147         7,857   

The JM Smucker Co.

     452         57,883   

The Kraft Heinz Co.

     783         68,372   
       

 

 

 
                158,339   
Health Care Equipment & Supplies – 2.5%   

Abbott Laboratories

     577         22,163   

Becton Dickinson and Co.

     260         43,043   

Boston Scientific Corp.(1)

     1,526         33,007   

CR Bard, Inc.

     160         35,946   

Danaher Corp.

     744         57,913   

Edwards Lifesciences Corp.(1)

     55         5,153   

Intuitive Surgical, Inc.(1)

     50         31,708   

Medtronic PLC

     286         20,372   
       

 

 

 
                249,305   
Health Care Providers & Services – 0.9%   

Aetna, Inc.

     70         8,681   
                   
December 31, 2016    Shares      Value  
Health Care Providers & Services (continued)   

Cardinal Health, Inc.

     55       $     3,958   

Cigna Corp.

     54         7,203   

Express Scripts Holding Co.(1)

     250         17,197   

Henry Schein, Inc.(1)

     91         13,806   

Humana, Inc.

     152         31,013   

UnitedHealth Group, Inc.

     79         12,643   
       

 

 

 
                94,501   
Health Care Technology – 0.1%   

Castlight Health, Inc., Class B(1)

     1,070         5,297   

HTG Molecular Diagnostics, Inc.(1)

     738         1,653   
       

 

 

 
                6,950   
Hotels, Restaurants & Leisure – 1.2%   

Hilton Worldwide Holdings, Inc.

     1,434         39,005   

Penn National Gaming, Inc.(1)

     2,046         28,214   

Restaurant Brands International, Inc.

     312         14,870   

Wynn Resorts Ltd.

     273         23,617   

Yum China Holdings, Inc.(1)

     482         12,590   
       

 

 

 
                118,296   
Household Products – 0.6%   

Colgate-Palmolive Co.

     856         56,017   
       

 

 

 
                56,017   
Independent Power and Renewable Electricity Producers – 0.6%    

Calpine Corp.(1)

     2,398         27,409   

NRG Energy, Inc.

     2,897         35,517   
       

 

 

 
                62,926   
Industrial Conglomerates – 0.8%   

Siemens AG (Reg S) (Germany)

     628         77,195   
       

 

 

 
                77,195   
Insurance – 3.5%   

American International Group, Inc.

     1,473         96,202   

Assured Guaranty Ltd.

     1,617         61,074   

Chubb Ltd.

     519         68,570   

MetLife, Inc.

     734         39,555   

Prudential PLC (United Kingdom)

     2,418         48,230   

The Hartford Financial Services Group, Inc.

     836         39,835   
       

 

 

 
                353,466   
Internet & Direct Marketing Retail – 3.0%   

Amazon.com, Inc.(1)

     268         200,965   

Ctrip.com International Ltd., ADR(1)

     733         29,320   

Expedia, Inc.

     158         17,898   

The Priceline Group, Inc.(1)

     38         55,711   
       

 

 

 
                303,894   
Internet Software & Services – 5.2%   

Alibaba Group Holding Ltd., ADR(1)

     404         35,475   

Alphabet, Inc., Class A(1)

     346         274,188   

Criteo S.A., ADR(1)

     290         11,913   

Facebook, Inc., Class A(1)

     1,404         161,530   

GoDaddy, Inc., Class A(1)

     480         16,776   
                   
 

 

The accompanying notes are an integral part of these financial statements.     7


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

December 31, 2016    Shares      Value  
Internet Software & Services (continued)   

Tencent Holdings Ltd., ADR

     709       $     17,172   

Wix.com Ltd.(1)

     304         13,543   
       

 

 

 
                530,597   
IT Services – 2.4%   

Cognizant Technology Solutions Corp., Class A(1)

     167         9,357   

Computer Sciences Corp.

     612         36,365   

Fidelity National Information Services, Inc.

     571         43,190   

MasterCard, Inc., Class A

     529         54,619   

Visa, Inc., Class A

     1,332         103,923   
       

 

 

 
                247,454   
Leisure Products – 0.1%   

Brunswick Corp.

     283         15,435   
       

 

 

 
                15,435   
Life Sciences Tools & Services – 0.4%   

Agilent Technologies, Inc.

     725         33,031   

Illumina, Inc.(1)

     88         11,267   
       

 

 

 
                44,298   
Machinery – 1.8%   

Dover Corp.

     513         38,439   

Fortive Corp.

     1,069         57,331   

KION Group AG (Germany)

     526         29,233   

Komatsu Ltd. (Japan)

     2,600         58,685   
       

 

 

 
                183,688   
Media – 3.8%   

Charter Communications, Inc., Class A(1)

     295         84,936   

Comcast Corp., Class A

     1,635         112,897   

DISH Network Corp., Class A(1)

     417         24,157   

Live Nation Entertainment, Inc.(1)

     1,166         31,015   

The Walt Disney Co.

     1,094         114,017   

Time Warner, Inc.

     206         19,885   
       

 

 

 
                386,907   
Metals & Mining – 0.4%   

ArcelorMittal(1)

     521         3,803   

Barrick Gold Corp.

     209         3,340   

Freeport-McMoRan, Inc.(1)

     323         4,261   

Newmont Mining Corp.

     339         11,550   

Nucor Corp.

     139         8,273   

Steel Dynamics, Inc.

     90         3,202   

United States Steel Corp.

     121         3,994   
       

 

 

 
                38,423   
Multi-Utilities – 0.3%   

Ameren Corp.

     367         19,253   

Sempra Energy

     144         14,492   
       

 

 

 
                33,745   
Oil, Gas & Consumable Fuels – 6.5%   

Anadarko Petroleum Corp.

     1,246         86,884   

Arch Coal, Inc., Class A(1)

     34         2,654   
                   
December 31, 2016    Shares      Value  
Oil, Gas & Consumable Fuels (continued)   

Cenovus Energy, Inc. (Canada)

     2,043       $     30,889   

Cheniere Energy, Inc.(1)

     917         37,991   

Chevron Corp.

     272         32,014   

Cimarex Energy Co.

     68         9,241   

ConocoPhillips

     1,847         92,608   

Devon Energy Corp.

     158         7,216   

Encana Corp. (Canada)

     1,305         15,318   

EOG Resources, Inc.

     536         54,190   

Exxon Mobil Corp.

     350         31,591   

Hess Corp.

     120         7,475   

Kinder Morgan, Inc.

     634         13,130   

Marathon Oil Corp.

     873         15,112   

Noble Energy, Inc.

     779         29,649   

ONEOK, Inc.

     104         5,971   

Pioneer Natural Resources Co.

     169         30,432   

Plains All American Pipeline LP

     662         21,376   

Royal Dutch Shell PLC,
Class A (United Kingdom)

     2,319         63,899   

Seven Generations Energy Ltd., Class A(1) (Canada)

     702         16,370   

Suncor Energy, Inc. (Canada)

     1,462         47,802   

The Williams Cos., Inc.

     258         8,034   
       

 

 

 
                659,846   
Paper & Forest Products – 0.0%   

KapStone Paper and Packaging Corp.

     157         3,462   
       

 

 

 
                3,462   
Personal Products – 0.4%   

Coty, Inc., Class A

     1,452         26,586   

Edgewell Personal Care Co.(1)

     180         13,138   
       

 

 

 
                39,724   
Pharmaceuticals – 4.4%   

Allergan PLC(1)

     497         104,375   

Bristol-Myers Squibb Co.

     855         49,966   

Eli Lilly & Co.

     741         54,501   

Jazz Pharmaceuticals PLC(1)

     79         8,613   

Johnson & Johnson

     377         43,434   

Merck & Co., Inc.

     1,260         74,176   

Mylan N.V.(1)

     750         28,613   

Pfizer, Inc.

     2,441         79,284   
       

 

 

 
                442,962   
Real Estate Management & Development – 0.3%   

CBRE Group, Inc., Class A(1)

     272         8,565   

RE/MAX Holdings, Inc., Class A

     428         23,968   
       

 

 

 
                32,533   
Road & Rail – 0.7%   

Norfolk Southern Corp.

     361         39,013   

Union Pacific Corp.

     279         28,927   
       

 

 

 
                67,940   
Semiconductors & Semiconductor Equipment – 4.5%   

Analog Devices, Inc.

     182         13,217   

Applied Materials, Inc.

     1,952         62,991   
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

December 31, 2016    Shares      Value  
Semiconductors & Semiconductor Equipment (continued)   

Broadcom Ltd.

     372       $     65,758   

Micron Technology, Inc.(1)

     1,056         23,148   

NVIDIA Corp.

     155         16,545   

NXP Semiconductors N.V.(1)

     264         25,875   

Qorvo, Inc.(1)

     1,290         68,022   

QUALCOMM, Inc.

     441         28,753   

Skyworks Solutions, Inc.

     349         26,056   

Sumco Corp. (Japan)

     700         8,993   

Texas Instruments, Inc.

     1,033         75,378   

Xilinx, Inc.

     651         39,301   
       

 

 

 
                454,037   
Software – 4.6%   

Activision Blizzard, Inc.

     88         3,178   

Adobe Systems, Inc.(1)

     490         50,446   

Electronic Arts, Inc.(1)

     645         50,800   

Everbridge, Inc.(1)

     323         5,959   

Microsoft Corp.

     4,932         306,474   

salesforce.com, Inc.(1)

     579         39,638   

ServiceNow, Inc.(1)

     173         12,861   
       

 

 

 
                469,356   
Specialty Retail – 2.2%   

Five Below, Inc.(1)

     380         15,185   

O’Reilly Automotive, Inc.(1)

     165         45,938   

The Home Depot, Inc.

     764         102,437   

The TJX Cos., Inc.

     779         58,526   
       

 

 

 
                222,086   
Technology Hardware, Storage & Peripherals – 3.4%   

Apple, Inc.

     2,804         324,759   

HP, Inc.

     947         14,054   

Western Digital Corp.

     163         11,076   
       

 

 

 
                349,889   
Textiles, Apparel & Luxury Goods – 0.4%   

Hanesbrands, Inc.

     1,832         39,516   
       

 

 

 
                39,516   
Tobacco – 1.0%   

Altria Group, Inc.

     1,029         69,581   

Philip Morris International, Inc.

     316         28,911   
       

 

 

 
                98,492   
December 31, 2016    Shares      Value  
Trading Companies & Distributors – 0.3%   

United Rentals, Inc.(1)

     273         28,823   
       

 

 

 
                28,823   
Water Utilities – 0.3%   

American Water Works Co., Inc.

     456         32,996   
       

 

 

 
                32,996   
Wireless Telecommunication Services – 0.5%   

T-Mobile U.S., Inc.(1)

     878         50,494   
       

 

 

 
                50,494   
Total Common Stocks
(Cost $9,644,226)
         9,914,217   
Exchange–Traded Funds – 0.3%   

SPDR S&P500 ETF Trust

     137         30,623   
                   
Total Exchange–Traded Funds
(Cost $29,265)
         30,623   
     
      Principal
Amount
     Value  
Short–Term Investment – 4.9%   
Repurchase Agreements – 4.9%   
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $496,002, due 1/3/2017(2)

   $ 496,000         496,000   
Total Repurchase Agreements
(Cost $496,000)
         496,000   
Total Investments – 103.0%
(Cost $10,169,491)
         10,440,840   
Liabilities in excess of other assets – (3.0)%         (301,950
Total Net Assets – 100.0%       $ 10,138,890   

 

(1)  Non-income-producing security.
(2)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%        2/15/2020      $ 470,000      $ 506,300   

Legend:

ADR — American Depositary Receipt

 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                 Valuation Inputs                                     
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 9,514,469         $ 399,748      $         $ 9,914,217   
Exchange–Traded Funds        30,623                               30,623   
Repurchase Agreements                  496,000                     496,000   
Total      $     9,545,092         $     895,748         $     —         $     10,440,840   

 

* Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See Note 2a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1.

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

 

Assets

   

Investments, at value

  $     10,440,840  

Cash

    416  

Foreign currency, at value

    109  

Receivable for investments sold

    255,231  

Receivable for fund shares subscribed

    51,163  

Reimbursement receivable from adviser

    12,319  

Dividends/interest receivable

    10,165  

Foreign tax reclaims receivable

    2  

Prepaid expenses

    5,410  
   

 

 

 

Total Assets

    10,775,655  
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    593,766  

Accrued audit fees

    20,000  

Investment advisory fees payable

    4,622  

Accrued trustees’ fees

    3,798  

Distribution fees payable

    1,926  

Accrued expenses and other liabilities

    12,653  
   

 

 

 

Total Liabilities

    636,765  
   

 

 

 

Total Net Assets

  $ 10,138,890  
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 9,845,907  

Accumulated net investment income/(loss)

    25,436  

Accumulated net realized gain/(loss) from investments and foreign currency transactions

    (3,809

Net unrealized appreciation/(depreciation) on investments and translation of assets and liabilities in foreign currencies

    271,356  
   

 

 

 

Total Net Assets

  $ 10,138,890  
   

 

 

 

Investments, at Cost

  $ 10,169,491  
   

 

 

 

Foreign Currency, at Cost

  $ 108  
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    977,623  

Net Asset Value Per Share

    $10.37  
         

Statement of Operations

For the Period Ended December 31, 20161

      

Investment Income

   

Dividends

  $ 47,232  

Interest

    318  

Withholding taxes on foreign dividends

    (349
   

 

 

 

Total Investment Income

    47,201  
   

 

 

 
   

Expenses

   

Investment advisory fees

    13,603  

Professional fees

    27,809  

Trustees’ fees

    20,010  

Transfer agent fees

    8,821  

Distribution fees

    5,668  

Custodian and accounting fees

    3,439  

Shareholder reports

    500  

Administrative fees

    227  

Other expenses

    2,788  
   

 

 

 

Total Expenses

    82,865  
   

Less: Fees waived

    (61,100
   

 

 

 

Total Expenses, Net

    21,765  
   

 

 

 

Net Investment Income/(Loss)

    25,436  
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions

   

Net realized gain/(loss) from investments

    (3,688

Net realized gain/(loss) from foreign currency transactions

    (121

Net change in unrealized appreciation/(depreciation) on investments

    271,349  

Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies

    7  
   

 

 

 

Net Gain on Investments and Foreign Currency Transactions

    267,547  
   

 

 

 

Net Increase in Net Assets Resulting From Operations

  $ 292,983  
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

Statement of Changes in Net Assets

      
   
     For the
Period Ended
12/31/161
 
    

 

 

Operations

   

Net investment income/(loss)

  $ 25,436  

Net realized gain/(loss) from investments and foreign currency transactions

    (3,809

Net change in unrealized appreciation/(depreciation) on investments and translation of
assets and liabilities in foreign currencies

    271,356  
   

 

 

 

Net Increase in Net Assets Resulting from Operations

    292,983  
   

 

 

 
   

Capital Share Transactions

   

Proceeds from sales of shares

    9,845,907  
   

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

    9,845,907  
   

 

 

 

Net Increase in Net Assets

    10,138,890  
   

 

 

 
   

Net Assets

   

Beginning of period

     
   

 

 

 

End of period

  $ 10,138,890  
   

 

 

 

Accumulated Net Investment Income Included in Net Assets

  $ 25,436  
   

 

 

 
   

Other Information:

   

Shares

   

Sold

    977,623  
   

 

 

 

Net Increase

    977,623  
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.

 

The accompanying notes are an integral part of these financial statements.     11


Table of Contents

FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                                               
      Per Share Operating Performance         
      Net Asset Value,
Beginning of
Period
     Net Investment
Income2
     Net Realized
and Unrealized
Gain
     Total
Operations
         
Net Asset
Value, End
of Period
     Total
Return3,4
 

Period Ended 12/31/161

   $ 10.00      $ 0.04      $ 0.33      $ 0.37      $ 10.37        3.70%  

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets3,5
    Gross Ratio of
Expenses to
Average Net
Assets3
    Net Ratio of Net
Investment Income
to Average
Net Assets3,5
    Gross Ratio of Net
Investment Loss
to Average
Net Assets3
    Portfolio
Turnover Rate3
 
$ 10,139        0.96%        3.07%        1.12%        (0.99)%        61%   

 

1  Commenced operations on September 1, 2016.
2  Calculated based on the average shares outstanding during the period.
3  Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.
4  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.
5  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     13


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Diversified Research VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks capital appreciation.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that

security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.

 

 

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Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are

therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

 

 

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b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.60% of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.96% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $61,100.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $61,100.

Park Avenue has entered into a Sub-Advisory Agreement with Putnam Investment Management, LLC (“Putnam”). Putnam is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $5,668 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be

treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $14,128,492 and $4,456,806, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian Diversified Research VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian Diversified Research VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received

materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.

 

 

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Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The

Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive

specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Independent Trustees
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None

John Walters**

(born 1962)

   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee

Interested Trustees

Douglas Dubitsky***
(born 1967)
   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None
Marc Costantini***
(born 1969)
   Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year
of Birth
   Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years
Douglas Dubitsky
(born 1967)
   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
Michael Bessel
(born 1962)
   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.
Charles Barresi, Jr.
(born 1967)
   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.
Kristina Fink
(born 1976)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.
Sonya L. Crosswell
(born 1977)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

26    


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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

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The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8168


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian Large Cap Disciplined Value VIP Fund

 


 

LOGO

 

Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


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TABLE OF CONTENTS

 

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY BY BOSTON PARTNERS GLOBAL INVESTORS, INC., SUB-ADVISER

Highlights

 

  Guardian Large Cap Disciplined Value VIP Fund (the “Fund”) returned 7.80%, outperforming its benchmark, the Russell 1000® Value Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s outperformance relative to the Index was largely due to security selection, especially in the technology and financials sectors.

 

  The Index returned 6.45% for the period. The financials and energy sectors were the largest contributors to performance for the Index during the period.

Market Overview

While the stock market (as measured by the Standard & Poor’s 500® Index (“S&P 500® Index”)) returned 1.98% during December 2016, the price action did not resemble the typical “Santa Claus Rally” to which investors have grown accustomed. That type of rally usually results in a “flattish” return for the first half of the month, followed by a more pronounced advancement in prices during the final two weeks of the year.

This year brought the inverse of that price pattern, where the market peaked on December 13, 2016 (up 3.39%, as measured by the S&P 500® Index) but trailed-off by year-end. We believe the most likely cause of this decline was action taken by the U.S. Federal Reserve (the “Fed”), which on December 14, 2016, raised the federal funds target rate by 0.25% to a range of 0.50% to 0.75%, the only interest rate increase of 2016 and just the second increase in interest rates this decade. Also noteworthy from the announcement was the increase in the Fed’s “dot plot” of future anticipated rates, as this was the first time that the Fed had increased its projections since 2014. Imbedded in those projections was the possibility of three interest rate hikes in 2017, one more than the market had priced in up to that point. As one would expect, bonds did not take the news well, with the Bloomberg Barclays U.S. Aggregate

Bond Index struggling to reach a 0.14% total return during December. The 10-year Treasury lost 37 basis points for the month of December.

The “reflation trade” sparked by the election of Donald Trump was reinforced with a flurry of positive economic reports emanating from both the United States and many international markets. U.S. third quarter gross domestic product (GDP) was revised upwards twice during the period, settling at 3.5%, the strongest growth rate in two years. Global purchasing manager’s indices rebounded, displaying strength not only in manufacturing but in the non-manufacturing services side of economies as well. Investor sentiment also improved, with third quarter S&P 500® Index earnings growing 3.1% on a year-over-year basis, the first such occurrence in five quarters.

In general, stock markets responded favorably during the period, with the MSCI® World® Index gaining 1.97% in the fourth quarter. In the U.S., while the S&P 500® Index gained a very respectable 3.82% for the fourth quarter, value stocks had a resurgence relative to growth stocks, and value stocks beat growth stocks by over 700 basis points on average across all capitalizations. Value was led by small-cap stocks, where the Russell 2000® Value Index returned 14.07%, versus 3.57% for the Russell 2000® Growth Index. Cyclical stocks did well, led by the energy, industrials and materials sectors, which responded to the then U.S. president-elect’s campaign promises of an infrastructure build-out.

International stocks did well, but only in local currencies, as the strength of the dollar eroded returns for U.S.-based investors. An example of this is the MSCI® EAFE® Index, which returned 7.1% in local currencies but -0.7% in U.S. dollar terms. The Japanese NIKKEI Index had one of the biggest disparities in returns, gaining 15% in yen terms but losing 10 basis points in U.S. dollar terms as the yen dropped by 15.4% versus the dollar. We believe the yen’s decline is a reflection of the Bank of Japan’s decision to peg interest rates (the 10-year bond yield at 0.0%) in an effort to stimulate growth and

 

 

1 The Russell 1000® Value Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1,000 largest U.S. companies based on total market capitalization) with lower price-to-book ratios and lower forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

inflation. Emerging market stocks continued to suffer, dropping by 1.4% in local currency and -4.1% in U.S. dollar terms, plagued by the combination of higher rates, a stronger dollar and subdued export trade.

Portfolio Review

Strong stock selection in the technology and finance sectors led the Fund’s relative performance for the period. Healthcare was the largest detractor for the period, weakened by the Fund’s biotech holdings and supplier names. Weakness in the healthcare and transportation sectors was offset by strength in the financials and technology sectors. During the period, we sold several stocks that performed well for the Fund and found new opportunities in solid companies at discounted valuations.

Outlook

Looking ahead to 2017, we expect earnings and interest rates to be the key drivers of stock prices over time. Although the stock market as measured by the S&P 500® Index has largely depended on lower interest rates and accommodative fiscal policy during the last few years, we expect earnings to be the key

near term driver of stock performance. While we are encouraged by numerous factors, we do see a number of risks that could also be impactful. Namely, we see a possible surge in U.S. dollar strength, the potential for the Fed to raise interest rates faster than markets expect, and possible dislocations in China as the greatest risks at present.

The five primary areas of risk that we will be monitoring in 2017 include: (i) the strength of the U.S. dollar; (ii) potential action by the Fed to raise the federal funds target rate in 2017; (iii) economic conditions in China; (iv) oil prices; and (v) geopolitical events, including the market’s response to the outcome of several pending elections in France, Germany and Denmark.

We believe there are many attractive opportunities and are diligently working to find them while staying connected to those companies that we already own. In pursuing these opportunities, we will continue to invest on a stock-by-stock basis within our discipline of seeking stocks that we believe offer attractive valuation, sound fundamentals, and a catalyst for improvement.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies may involve risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $17,080,967   

 

 

Sector Allocation1

As of December 31, 2016

 
LOGO
   

Top Ten Holdings2

As of December 31, 2016

         
   
Holding     

% of Total

Net Assets

 
JPMorgan Chase & Co.        4.83%  
Johnson & Johnson        4.09%  
Bank of America Corp.        4.05%  
Berkshire Hathaway, Inc., Class B        3.66%  
Chevron Corp.        2.77%  
Citigroup, Inc.        2.59%  
Discover Financial Services        2.39%  
Merck & Co., Inc.        2.32%  
Apple, Inc.        1.96%  
Time Warner, Inc.        1.86%  
Total        30.52%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard(“GICS®”). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

Fund Performance (unaudited)

 

 

Average Annual Total Returns

As of December 31, 2016

 
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian Large Cap Disciplined Value VIP Fund     9/1/2016                             7.80%   
Russell 1000® Value Index                                  6.45%   

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

     Beginning
Account Value
7/1/16
  Ending
Account Value
12/31/16
    Expenses Paid
During Period
7/1/16-12/31/16
    Expense Ratio
During Period
7/1/16-12/31/16
 
Based on Actual Return*   $1,000.00     $1,078.00        $3.39        0.98%   
Based on Hypothetical Return (5% Return Before Expenses)**   $1,000.00     $1,020.21        $4.98        0.98%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).

 

** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

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SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

December 31, 2016    Shares      Value  
Common Stocks – 97.0%        
Aerospace & Defense – 4.4%        

General Dynamics Corp.

     1,273       $ 219,796   

Raytheon Co.

     1,504         213,568   

Textron, Inc.

     1,585         76,968   

United Technologies Corp.

     2,143         234,916   
       

 

 

 
                745,248   
Air Freight & Logistics – 0.7%        

United Parcel Service, Inc., Class B

     1,005         115,213   
       

 

 

 
                115,213   
Airlines – 1.9%        

Delta Air Lines, Inc.

     3,993         196,416   

United Continental Holdings, Inc.(1)

     1,847         134,609   
       

 

 

 
                331,025   
Auto Components – 0.9%        

BorgWarner, Inc.

     4,096         161,546   
       

 

 

 
                161,546   
Banks – 12.2%        

Bank of America Corp.

     31,315         692,061   

Citigroup, Inc.

     7,453         442,932   

Fifth Third Bancorp

     4,803         129,537   

JPMorgan Chase & Co.

     9,561         825,019   
       

 

 

 
                2,089,549   
Beverages – 0.6%        

Coca-Cola European Partners PLC

     3,181         99,883   
       

 

 

 
                99,883   
Biotechnology – 1.8%        

Gilead Sciences, Inc.

     3,910         279,995   

Shire PLC, ADR

     154         26,239   
       

 

 

 
                306,234   
Capital Markets – 1.8%        

The Goldman Sachs Group, Inc.

     1,287         308,172   
       

 

 

 
                308,172   
Chemicals – 2.9%        

LyondellBasell Industries N.V., Class A

     611         52,412   

Methanex Corp.

     1,545         67,671   

PPG Industries, Inc.

     724         68,606   

The Dow Chemical Co.

     5,217         298,517   
       

 

 

 
                487,206   
Communications Equipment – 1.3%   

Brocade Communications Systems, Inc.

     4,905         61,263   

Harris Corp.

     1,587         162,620   
       

 

 

 
                223,883   
Construction Materials – 0.7%        

CRH PLC, ADR

     3,689         126,828   
       

 

 

 
                126,828   
Consumer Finance – 6.0%        

Ally Financial, Inc.

     8,101         154,081   

Capital One Financial Corp.

     2,547         222,200   

Discover Financial Services

     5,658         407,885   

Navient Corp.

     7,172         117,836   
                   
December 31, 2016    Shares      Value  
Consumer Finance (continued)        

Synchrony Financial

     3,480       $ 126,220   
       

 

 

 
                1,028,222   
Containers & Packaging – 1.4%        

Sealed Air Corp.

     1,851         83,924   

WestRock Co.

     3,013         152,970   
       

 

 

 
                236,894   
Diversified Financial Services – 3.7%   

Berkshire Hathaway, Inc., Class B(1)

     3,835         625,028   
       

 

 

 
                625,028   
Electronic Equipment, Instruments & Components – 2.6%   

Flex Ltd.(1)

     11,879         170,701   

TE Connectivity Ltd.

     3,857         267,213   
       

 

 

 
                437,914   
Food & Staples Retailing – 1.0%        

CVS Health Corp.

     1,198         94,534   

Walgreens Boots Alliance, Inc.

     947         78,374   
       

 

 

 
                172,908   
Health Care Providers & Services – 4.3%   

Anthem, Inc.

     641         92,157   

Cigna Corp.

     1,301         173,540   

DaVita, Inc.(1)

     1,549         99,446   

Express Scripts Holding Co.(1)

     1,903         130,907   

Laboratory Corp. of America Holdings(1)

     613         78,697   

UnitedHealth Group, Inc.

     1,043         166,922   
       

 

 

 
                741,669   
Household Durables – 0.8%        

DR Horton, Inc.

     1,586         43,346   

PulteGroup, Inc.

     5,277         96,991   
       

 

 

 
                140,337   
Independent Power and Renewable Electricity
Producers – 0.8%
   

AES Corp.

     11,699         135,942   
       

 

 

 
                135,942   
Industrial Conglomerates – 1.5%        

Honeywell International, Inc.

     728         84,339   

Koninklijke Philips N.V.

     5,445         166,454   
       

 

 

 
                250,793   
Insurance – 3.6%        

Chubb Ltd.

     1,878         248,121   

MetLife, Inc.

     3,668         197,669   

The Allstate Corp.

     2,214         164,102   
       

 

 

 
                609,892   
Internet Software & Services – 2.9%   

Alphabet, Inc., Class A(1)

     347         274,980   

eBay, Inc.(1)

     7,362         218,578   
       

 

 

 
                493,558   
IT Services – 2.3%        

Cognizant Technology Solutions Corp., Class A(1)

     1,513         84,774   
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

December 31, 2016    Shares      Value  
IT Services (continued)        

Computer Sciences Corp.

     4,148       $     246,474   

Leidos Holdings, Inc.

     1,224         62,595   
       

 

 

 
                393,843   
Machinery – 0.3%        

WABCO Holdings, Inc.(1)

     460         48,829   
       

 

 

 
                48,829   
Media – 4.5%        

CBS Corp., Class B, NVDR

     1,524         96,957   

Comcast Corp., Class A

     1,800         124,290   

Liberty Global PLC, Series C(1)

     1,714         50,906   

Liberty Global PLC LiLAC, Class C(1)

     2,535         53,666   

The Interpublic Group of Cos., Inc.

     5,395         126,297   

Time Warner, Inc.

     3,282         316,811   
       

 

 

 
                768,927   
Metals & Mining – 1.9%        

Barrick Gold Corp.

     6,654         106,331   

Nucor Corp.

     1,947         115,885   

Steel Dynamics, Inc.

     3,050         108,519   
       

 

 

 
                330,735   
Oil, Gas & Consumable Fuels – 13.2%   

Canadian Natural Resources Ltd.

     5,354         170,685   

Chevron Corp.

     4,026         473,860   

ConocoPhillips

     4,180         209,585   

Diamondback Energy, Inc.(1)

     2,166         218,896   

Energen Corp.(1)

     1,478         85,236   

EOG Resources, Inc.

     1,218         123,140   

EQT Corp.

     1,931         126,287   

Gulfport Energy Corp.(1)

     3,073         66,500   

Marathon Oil Corp.

     9,302         161,018   

Marathon Petroleum Corp.

     4,122         207,543   

Newfield Exploration Co.(1)

     1,851         74,965   

Phillips 66

     2,938         253,873   

Tesoro Corp.

     924         80,804   
       

 

 

 
                2,252,392   
Pharmaceuticals – 9.0%        

Johnson & Johnson

     6,067         698,979   

Merck & Co., Inc.

     6,724         395,842   

Pfizer, Inc.

     9,113         295,990   

Sanofi, ADR

     3,817         154,360   
       

 

 

 
                1,545,171   
December 31, 2016    Shares      Value  
Semiconductors & Semiconductor Equipment – 1.8%   

KLA-Tencor Corp.

     1,094       $ 86,076   

Texas Instruments, Inc.

     2,984         217,742   
       

 

 

 
                303,818   
Software – 2.6%        

Microsoft Corp.

     3,582         222,586   

Oracle Corp.

     5,745         220,895   
       

 

 

 
                443,481   
Specialty Retail – 0.3%        

Best Buy Co., Inc.

     1,054         44,974   
       

 

 

 
                44,974   
Technology Hardware, Storage & Peripherals – 3.3%   

Apple, Inc.

     2,887         334,372   

Hewlett Packard Enterprise Co.

     9,941         230,035   
       

 

 

 
                564,407   
Total Common Stocks
(Cost $15,472,102)
         16,564,521   
     
      Principal
Amount
     Value  
Short–Term Investment – 5.6%        
Repurchase Agreements – 5.6%        
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $964,003, due 1/3/2017(2)

   $ 964,000         964,000   
Total Repurchase Agreements
(Cost $964,000)
         964,000   
Total Investments – 102.6%
(Cost $16,436,102)
         17,528,521   
Liabilities in excess of other assets – (2.6)%         (447,554
Total Net Assets – 100.0%       $ 17,080,967   

 

(1)  Non-income-producing security.
(2)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%        2/15/2020      $ 915,000      $ 985,668   

Legend:

ADR — American Depositary Receipt

NVDR — Non-Voting Depositary Receipt

 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                  Valuation Inputs                                      
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 16,564,521         $         $         $ 16,564,521   
Repurchase Agreements                  964,000                     964,000   
Total      $     16,564,521         $     964,000         $     —         $     17,528,521   

 

The accompanying notes are an integral part of these financial statements.     7


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $     17,528,521  

Cash

    201  

Receivable for fund shares subscribed

    65,787  

Reimbursement receivable from adviser

    22,431  

Receivable for investments sold

    19,870  

Dividends/interest receivable

    14,923  

Prepaid expenses

    10,819  
   

 

 

 

Total Assets

    17,662,552  
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    533,675  

Accrued audit fees

    20,000  

Investment advisory fees payable

    8,715  

Distribution fees payable

    3,352  

Accrued trustees’ fees

    2,305  

Accrued expenses and other liabilities

    13,538  
   

 

 

 

Total Liabilities

    581,585  
   

 

 

 

Total Net Assets

  $ 17,080,967  
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 16,073,189  

Accumulated net investment income/(loss)

    36,541  

Accumulated net realized gain/(loss) from investments and foreign currency transactions

    (121,173

Net unrealized appreciation/(depreciation) on investments and translation of assets and liabilities in foreign currencies

    1,092,410  
   

 

 

 

Total Net Assets

  $ 17,080,967  
   

 

 

 

Investments, at Cost

  $ 16,436,102  
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    1,584,056  

Net Asset Value Per Share

    $10.78  
         

Statement of Operations

For the Period Ended December 31, 20161

 

Investment Income

   

Dividends

  $ 77,035  

Interest

    618  

Withholding taxes on foreign dividends

    (347
   

 

 

 

Total Investment Income

    77,306  
   

 

 

 
   

Expenses

   

Investment advisory fees

    27,039  

Professional fees

    34,439  

Trustees’ fees

    34,229  

Distribution fees

    10,400  

Transfer agent fees

    9,258  

Custodian and accounting fees

    3,521  

Shareholder reports

    1,000  

Administrative fees

    416  

Other expenses

    5,539  
   

 

 

 

Total Expenses

    125,841  
   

Less: Fees waived

    (85,076
   

 

 

 

Total Expenses, Net

    40,765  
   

 

 

 

Net Investment Income/(Loss)

    36,541  
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions

   

Net realized gain/(loss) from investments

    (121,175

Net realized gain/(loss) from foreign currency transactions

    2  

Net change in unrealized appreciation/(depreciation) on investments

    1,092,419  

Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies

    (9
   

 

 

 

Net Gain on Investments and Foreign Currency Transactions

    971,237  
   

 

 

 

Net Increase in Net Assets Resulting From Operations

  $     1,007,778  
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.
 

 

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


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FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

Statement of Changes in Net Assets

         
   
        For the
Period Ended
12/31/161
 
       

 

 

Operations

      

Net investment income/(loss)

     $ 36,541   

Net realized gain/(loss) from investments and foreign currency transactions

       (121,173

Net change in unrealized appreciation/(depreciation) on investments and translation of
assets and liabilities in foreign currencies

       1,092,410   
      

 

 

 

Net Increase in Net Assets Resulting from Operations

       1,007,778   
      

 

 

 
   

Capital Share Transactions

      

Proceeds from sales of shares

       16,073,189   
      

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

       16,073,189   
      

 

 

 

Net Increase in Net Assets

       17,080,967   
      

 

 

 
   

Net Assets

      

Beginning of period

         
      

 

 

 

End of period

     $ 17,080,967   
      

 

 

 

Accumulated Net Investment Income Included in Net Assets

     $ 36,541   
      

 

 

 
   

Other Information:

      

Shares

      

Sold

       1,584,056   
      

 

 

 

Net Increase

       1,584,056   
      

 

 

 
            

 

1  Commenced operations on September 1, 2016.

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                                               
      Per Share Operating Performance         
     

Net Asset Value,
Beginning of
Period

     Net Investment
Income2
     Net Realized
and Unrealized
Gain
     Total
Operations
     Net Asset
Value, End of
Period
     Total
Return3,4
 

Period Ended 12/31/161

   $ 10.00       $ 0.03       $ 0.75       $ 0.78       $ 10.78         7.80%   

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets3,5
    Gross Ratio of
Expenses to
Average Net
Assets3
    Net Ratio of Net
Investment Income
to Average
Net Assets3,5
    Gross Ratio of Net
Investment Loss
to Average
Net Assets3
    Portfolio
Turnover Rate3
 
$ 17,081        0.98%        2.70%        0.88%        (0.84)%        19%   

 

1  Commenced operations on September 1, 2016.

 

2  Calculated based on the average shares outstanding during the period.

 

3  Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

4  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

5  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     11


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Large Cap Disciplined Value VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks to provide long-term growth of capital primarily through investment in equity securities. Current income is a secondary objective.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services – Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official

closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related

 

 

12    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

events after the report date and prior to issuance of the report are not reflected herein.

Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

 

 

    13


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.65% up to $100 million, 0.60% up to $300 million, 0.55% up to $500 million, and 0.53% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.98% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without

 

 

14    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $85,076.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $85,076.

Park Avenue has entered into a Sub-Advisory Agreement with Boston Partners Global Investors, Inc. (“Boston Partners”). Boston Partners is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $10,400 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $18,012,752 and $2,419,475, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the

time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian Large Cap Disciplined Value VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian Large Cap Disciplined Value VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received

materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds

or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information

from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Independent Trustees

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None
Lisa K. Polsky (born 1956)    Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None
John Walters** (born 1962)    Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Interested Trustees

Douglas Dubitsky***

(born 1967)

   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None
Marc Costantini*** (born 1969)    Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years

Douglas Dubitsky

(born 1967)

   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.

John H. Walter

(born 1962)

   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.

Harris Oliner

(born 1971)

   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.

Richard T. Potter

(born 1954)

   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.

Michael Bessel

(born 1962)

   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.

Charles Barresi, Jr.

(born 1967)

   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.

Kathleen M. Moynihan

(born 1966)

   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.

Maria Nydia Morrison

(born 1958)

   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

Kristina Fink

(born 1976)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.

Sonya L. Crosswell

(born 1977)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

LOGO

The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8174


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian Growth & Income VIP Fund

 


 

LOGO

 

Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


Table of Contents

TABLE OF CONTENTS

 

Guardian Growth & Income VIP Fund

  

Fund Commentary

     1  

Fund Characteristics

     3  

Fund Performance

     4  

Understanding Your Fund’s Expenses

     5  

Financial Information

  
Schedule of Investments      6  
Statement of Assets and Liabilities      8  
Statement of Operations      8  
Statement of Changes in Net Assets      9  
Financial Highlights      10  
Notes to Financial Statements      12  
Report of Independent Registered Public Accounting Firm      17  

Supplemental Information

  
Approval of Investment Advisory and
Sub-Advisory Agreements
     18  
Trustees and Officers Information Table      22  
Portfolio Holdings and Proxy Voting Procedures      24  

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN GROWTH & INCOME VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY BY ALLIANCEBERNSTEIN L.P., SUB-ADVISER

Highlights

 

  The Guardian Growth & Income VIP Fund (the “Fund”) returned 7.00%, outperforming the Russell 1000® Value Index1 (the “Index”), which is the Fund’s benchmark, for the four-month period ended December 31, 2016. Stock selection in the healthcare, industrials and technology sectors contributed to the Fund’s outperformance, while weaker stock selection in financials, consumer discretionary and consumer staples holdings mitigated some of the Fund’s gains. The Fund’s overweight compared to the Index in the healthcare and technology sectors detracted from the Fund’s relative performance, while underweight positions in real estate, utilities and consumer staples contributed to relative performance as those sectors underperformed the Index.

 

  The Index returned 6.45% for the period. Value stocks outperformed their growth counterparts during the period and small-cap stocks outperformed large-cap stocks.

Market Overview

Global equities advanced in the fourth quarter despite heightened political and economic uncertainty following the election of Donald Trump as U.S. president. Rising U.S. interest rates prompted an accelerated move away from traditionally safer parts of the market, such as U.S. Treasurys, toward riskier stocks and sectors.

U.S. stocks were among the strongest performers in 2016, with small-caps surging on expectations that they would benefit significantly from President Trump’s policy agenda. Defensive stocks underperformed during the year. Resources stocks were the strongest performers of 2016, driven by rising oil prices. Financials performed well after a strong fourth quarter, driven by positive sentiment from the

U.S. election. The shift away from safety unfolded around the world, with stocks seen as bond proxies (equities that generally offer predicable returns and potential for higher yields than bonds) in sectors such as utilities, real estate and consumer staples underperforming the broad market by wide margins.

Equity factor returns reflected these changing dynamics. Lower-beta stocks sold off sharply in the second half of the year after a strong first half. Stocks with high momentum also performed poorly during the last six months of the year. Riskier stocks, such as the most attractively valued global stocks, powered ahead in the second half after underperforming in the first half.

Currency markets were also turbulent. The British pound, euro and Japanese yen weakened against the U.S. dollar, which strengthened significantly after the election.

Portfolio Review

Stock selection contributed positively to the Fund’s performance owing to strong holdings in the healthcare, industrials and technology sectors. The Fund’s underperformance among financials, consumer discretionary and consumer staples holdings mitigated some of the gains. The Fund’s overweights in the healthcare and technology sectors were also a detractor from the Fund’s relative performance, while underweight positions in the real estate, utilities and consumer staples sectors offset some of the losses.

There was a modest reversal in sector performance late in the period. Defensive and/or interest-rate-sensitive sectors, such as utilities, telecom and consumer-staples, in which the Fund was underweight versus the benchmark as of the end of the period, outperformed during the month of December, which detracted from the Fund’s relative performance.

 

 

 

1 The Russell 1000® Value Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1,000 largest U.S. companies based on total market capitalization) with lower price-to-book ratios and lower forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

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GUARDIAN GROWTH & INCOME VIP FUND

 

Leading individual contributors included a number of financial holdings. The sector as a whole rallied post-election on the expectation that the new administration will decrease regulation. In addition, the U.S. Federal Reserve (the “Fed”) raised interest rates in December, benefitting banks.

In contrast, healthcare companies pulled back before the election on concerns surrounding the possible implications of drug pricing limits under a Trump presidency. While the sector rebounded somewhat in December, several of the Fund’s largest detractors during the fourth quarter were impacted by the sector’s retraction as well as stock-specific news.

 

Outlook

We expect continued global economic uncertainty and volatile energy prices, and will continue to assess the ramifications for equities as the Fed pursues its longer-term objective of gradual monetary policy tightening.

We remain disciplined in seeking well-managed companies that are attractively valued relative to their long-term earnings power and deploy capital wisely, allowing them to grow dividends and enhance the long-term value of their shares.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies may involve risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. Overweighting investments in certain sectors or industries increases the risk of loss due to general declines in the prices of stocks in those sectors or industries. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

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GUARDIAN GROWTH & INCOME VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $9,456,849   

 

 

Sector Allocation1

As of December 31, 2016

LOGO

   

Top Ten Holdings2

As of December 31, 2016

      
   
Holding   % of Total
Net Assets
 
JPMorgan Chase & Co.     3.21%  
Pfizer, Inc.     3.00%  
Citigroup, Inc.     2.88%  
Wal-Mart Stores, Inc.     2.73%  
Intel Corp.     2.71%  
Time Warner, Inc.     2.58%  
Aetna, Inc.     2.58%  
Exxon Mobil Corp.     2.52%  
Raytheon Co.     2.50%  
Biogen, Inc.     2.37%  
Total     27.08%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

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GUARDIAN GROWTH & INCOME VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2016

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian Growth & Income VIP Fund     9/1/2016                             7.00%   
Russell 1000® Value Index                                  6.45%   

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $1,070.00        $3.38        0.98%   
Based on Hypothetical Return (5% Return Before Expenses)**   $1,000.00     $1,020.21        $4.98        0.98%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


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SCHEDULE OF INVESTMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

December 31, 2016    Shares      Value  
Common Stocks – 93.5%        
Aerospace & Defense – 6.0%        

General Dynamics Corp.

     725       $     125,179   

Raytheon Co.

     1,666         236,572   

The Boeing Co.

     1,333         207,521   
       

 

 

 
                569,272   
Airlines – 1.0%        

Delta Air Lines, Inc.

     1,989         97,839   
       

 

 

 
                97,839   
Auto Components – 1.2%        

BorgWarner, Inc.

     2,856         112,641   
       

 

 

 
                112,641   
Banks – 7.5%        

Citigroup, Inc.

     4,588         272,665   

JPMorgan Chase & Co.

     3,517         303,482   

Wells Fargo & Co.

     2,486         137,003   
       

 

 

 
                713,150   
Beverages – 2.3%        

PepsiCo, Inc.

     2,107         220,455   
       

 

 

 
                220,455   
Biotechnology – 3.7%        

Biogen, Inc.(1)

     791         224,312   

Gilead Sciences, Inc.

     1,704         122,023   
       

 

 

 
                346,335   
Building Products – 0.7%        

Johnson Controls International PLC

     1,604         66,069   
       

 

 

 
                66,069   
Capital Markets – 6.2%        

BlackRock, Inc.

     401         152,596   

Northern Trust Corp.

     1,237         110,155   

State Street Corp.

     1,060         82,383   

TD Ameritrade Holding Corp.

     1,488         64,877   

The Goldman Sachs Group, Inc.

     720         172,404   
       

 

 

 
                582,415   
Communications Equipment – 2.1%   

Cisco Systems, Inc.

     4,637         140,130   

F5 Networks, Inc.(1)

     370         53,547   
       

 

 

 
                193,677   
Construction & Engineering – 0.6%        

Jacobs Engineering Group, Inc.(1)

     939         53,523   
       

 

 

 
                53,523   
Consumer Finance – 0.7%        

Capital One Financial Corp.

     791         69,007   
       

 

 

 
                69,007   
Diversified Financial Services – 1.9%   

Berkshire Hathaway, Inc., Class B(1)

     1,075         175,203   
       

 

 

 
                175,203   
Diversified Telecommunication Services – 1.9%   

Verizon Communications, Inc.

     3,354         179,037   
       

 

 

 
                179,037   
December 31, 2016    Shares      Value  
Electric Utilities – 1.4%        

Exelon Corp.

     3,672       $     130,319   
       

 

 

 
                130,319   
Electrical Equipment – 2.0%        

EnerSys

     1,238         96,688   

Hubbell, Inc.

     763         89,042   
       

 

 

 
                185,730   
Electronic Equipment, Instruments & Components – 1.1%   

Flex Ltd.(1)

     3,075         44,188   

TE Connectivity Ltd.

     878         60,828   
       

 

 

 
                105,016   
Energy Equipment & Services – 3.5%   

Dril-Quip, Inc.(1)

     596         35,790   

Helmerich & Payne, Inc.

     1,508         116,719   

National Oilwell Varco, Inc.

     2,088         78,175   

Oil States International, Inc.(1)

     2,629         102,531   
       

 

 

 
                333,215   
Food & Staples Retailing – 3.2%        

CVS Health Corp.

     617         48,688   

Wal-Mart Stores, Inc.

     3,728         257,679   
       

 

 

 
                306,367   
Health Care Equipment & Supplies – 1.2%   

Hologic, Inc.(1)

     2,769         111,092   
       

 

 

 
                111,092   
Health Care Providers & Services – 5.8%   

Aetna, Inc.

     1,970         244,299   

Cigna Corp.

     943         125,787   

Express Scripts Holding Co.(1)

     834         57,371   

UnitedHealth Group, Inc.

     743         118,910   
       

 

 

 
                546,367   
Household Durables – 0.7%        

DR Horton, Inc.

     2,385         65,182   
       

 

 

 
                65,182   
Industrial Conglomerates – 1.0%        

Carlisle Cos., Inc.

     882         97,276   
       

 

 

 
                97,276   
Insurance – 6.2%        

Axis Capital Holdings Ltd.

     1,635         106,716   

Chubb Ltd.

     1,189         157,091   

FNF Group

     2,599         88,262   

The Allstate Corp.

     2,509         185,967   

Validus Holdings Ltd.

     862         47,419   
       

 

 

 
                585,455   
Internet & Direct Marketing Retail – 0.7%        

Liberty Interactive Corp. QVC Group, Class A(1)

     2,527         50,489   

Liberty TripAdvisor Holdings, Inc., Class A(1)

     1,214         18,271   
       

 

 

 
                68,760   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

December 31, 2016    Shares      Value  
IT Services – 3.0%        

International Business Machines Corp.

     1,079       $     179,103   

MasterCard, Inc., Class A

     1,046         108,000   
       

 

 

 
                287,103   
Leisure Products – 0.8%        

Vista Outdoor, Inc.(1)

     1,916         70,700   
       

 

 

 
                70,700   
Life Sciences Tools & Services – 0.8%   

Bruker Corp.

     3,611         76,481   
       

 

 

 
                76,481   
Machinery – 1.9%        

Fortive Corp.

     1,631         87,471   

Parker-Hannifin Corp.

     689         96,460   
       

 

 

 
                183,931   
Media – 5.4%        

Comcast Corp., Class A

     1,410         97,361   

Discovery Communications, Inc., Class A(1)

     4,696         128,717   

The Interpublic Group of Cos., Inc.

     1,822         42,653   

Time Warner, Inc.

     2,532         244,414   
       

 

 

 
                513,145   
Metals & Mining – 0.4%        

Reliance Steel & Aluminum Co.

     431         34,282   
       

 

 

 
                34,282   
Oil, Gas & Consumable Fuels – 3.9%   

Exxon Mobil Corp.

     2,636         237,925   

Noble Energy, Inc.

     3,375         128,453   
       

 

 

 
                366,378   
Pharmaceuticals – 3.0%        

Pfizer, Inc.

     8,730         283,550   
       

 

 

 
                283,550   
Semiconductors & Semiconductor Equipment – 4.3%   

Intel Corp.

     7,059         256,030   

Synaptics, Inc.(1)

     723         38,738   

Xilinx, Inc.

     1,849         111,624   
       

 

 

 
                406,392   
December 31, 2016    Shares      Value  
Software – 3.6%        

Activision Blizzard, Inc.

     1,778       $ 64,204   

Citrix Systems, Inc.(1)

     890         79,486   

Microsoft Corp.

     1,511         93,893   

VMware, Inc., Class A(1)

     1,356         106,758   
       

 

 

 
                344,341   
Technology Hardware, Storage & Peripherals – 2.8%   

Apple, Inc.

     1,617         187,281   

Seagate Technology PLC

     2,032         77,561   
       

 

 

 
                264,842   
Textiles, Apparel & Luxury Goods – 1.0%   

Ralph Lauren Corp.

     566         51,121   

VF Corp.

     855         45,614   
       

 

 

 
                96,735   
Total Common Stocks
(Cost $8,372,259)
              8,841,282   
     
      Principal
Amount
     Value  
Short–Term Investment – 8.8%        
Repurchase Agreements – 8.8%   
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $837,003, due 1/3/2017(2)

   $ 837,000         837,000   
Total Repurchase Agreements
(Cost $837,000)
         837,000   
Total Investments – 102.3%
(Cost $9,209,259)
         9,678,282   
Liabilities in excess of other assets – (2.3)%         (221,433
Total Net Assets – 100.0%             $ 9,456,849   

 

(1)  Non-income-producing security.
(2)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%        2/15/2020      $ 795,000      $ 856,400   

 

 

 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                         Valuation Inputs                             
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 8,841,282         $         $         $ 8,841,282   
Repurchase Agreements                  837,000                     837,000   
Total      $     8,841,282         $     837,000         $     —         $     9,678,282   

 

The accompanying notes are an integral part of these financial statements.     7


Table of Contents

FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $     9,678,282   

Cash

    608   

Receivable for fund shares subscribed

    43,859   

Reimbursement receivable from adviser

    12,081   

Dividends/interest receivable

    8,974   

Prepaid expenses

    5,410   
   

 

 

 

Total Assets

    9,749,214   
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    251,012   

Accrued audit fees

    20,000   

Investment advisory fees payable

    4,735   

Accrued trustees’ fees

    2,163   

Distribution fees payable

    1,821   

Accrued expenses and other liabilities

    12,634   
   

 

 

 

Total Liabilities

    292,365   
   

 

 

 

Total Net Assets

  $ 9,456,849   
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 8,961,690   

Accumulated net investment income/(loss)

    26,135   

Accumulated net realized gain/(loss) from investments

    1   

Net unrealized appreciation/(depreciation) on investments

    469,023   
   

 

 

 

Total Net Assets

  $ 9,456,849   
   

 

 

 

Investments, at Cost

  $ 9,209,259   
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    883,851   

Net Asset Value Per Share

    $10.70   
         

Statement of Operations

For the Period Ended December 31, 20161

      

Investment Income

   

Dividends

  $     47,180   

Interest

    338   
   

 

 

 

Total Investment Income

    47,518   
   

 

 

 
   

Expenses

   

Investment advisory fees

    14,182   

Professional fees

    27,537   

Trustees’ fees

    18,219   

Transfer agent fees

    8,817   

Distribution fees

    5,455   

Custodian and accounting fees

    3,428   

Shareholder reports

    500   

Administrative fees

    218   

Other expenses

    2,781   
   

 

 

 

Total Expenses

    81,137   
   

Less: Fees waived

    (59,754
   

 

 

 

Total Expenses, Net

    21,383   
   

 

 

 

Net Investment Income/(Loss)

    26,135   
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments

   

Net realized gain/(loss) from investments

    1   

Net change in unrealized appreciation/(depreciation) on investments

    469,023   
   

 

 

 

Net Gain on Investments

    469,024   
   

 

 

 

Net Increase in Net Assets Resulting From Operations

  $ 495,159   
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.
 

 

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


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FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND

 

Statement of Changes in Net Assets

      
   
     For the
Period Ended
12/31/161
 
    

 

 

Operations

   

Net investment income/(loss)

  $ 26,135   

Net realized gain/(loss) from investments

    1   

Net change in unrealized appreciation/(depreciation) on investments

    469,023   
   

 

 

 

Net Increase in Net Assets Resulting from Operations

    495,159   
   

 

 

 
   

Capital Share Transactions

   

Proceeds from sales of shares

    8,961,690   
   

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

    8,961,690   
   

 

 

 

Net Increase in Net Assets

    9,456,849   
   

 

 

 
   

Net Assets

   

Beginning of period

      
   

 

 

 

End of period

  $     9,456,849   
   

 

 

 

Accumulated Net Investment Income Included in Net Assets

  $ 26,135   
   

 

 

 
   

Other Information:

   

Shares

   

Sold

    883,851   
   

 

 

 

Net Increase

    883,851   
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                                               
      Per Share Operating Performance         
          
Net Asset Value,
Beginning of
Period
     Net Investment
Income2
     Net Realized
and Unrealized
Gain
     Total
Operations
     Net Asset
Value, End of
Period
     Total
Return3,4
 

Period Ended 12/31/161

   $ 10.00       $ 0.04       $ 0.66       $ 0.70       $ 10.70         7.00%   

 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets3,5
    Gross Ratio of
Expenses to
Average Net
Assets3
    Net Ratio of Net
Investment Income
to Average
Net Assets3,5
    Gross Ratio of Net
Investment Loss
to Average
Net Assets3
    Portfolio
Turnover Rate3
 
$ 9,457        0.98%        3.11%        1.20%        (0.93)%        11%   

 

1  Commenced operations on September 1, 2016.

 

2  Calculated based on the average shares outstanding during the period.

 

3  Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

4  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

5  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

 

The accompanying notes are an integral part of these financial statements.     11


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Growth & Income VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks long-term growth of capital.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that

security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related

 

 

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events after the report date and prior to issuance of the report are not reflected herein.

Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore

 

 

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classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will

accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.65% up to $100 million, 0.60% up to $300 million, 0.55% up to $500 million, and 0.53% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.98% of the Fund’s average daily

 

 

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net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $59,754.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $59,754.

Park Avenue has entered into a Sub-Advisory Agreement with AllianceBernstein L.P. (“AllianceBernstein”). AllianceBernstein is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $5,455 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $9,133,631 and $761,169, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S.

 

 

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investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated

based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian Growth & Income VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian Growth & Income VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received

materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.

 

 

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Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds

or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian

 

 

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Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information

from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The

 

 

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Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen by
Trustees****
   Other Directorships
Held by Trustee
Independent Trustees
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None
John Walters**
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None
Interested Trustees
Douglas Dubitsky***
(born 1967)
   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None

 

22    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen by
Trustees****
   Other Directorships
Held by Trustee
Interested Trustees
Marc Costantini***
(born 1969)
   Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year of Birth    Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years
Douglas Dubitsky
(born 1967)
   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
Michael Bessel
(born 1962)
   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.
Charles Barresi, Jr.
(born 1967)
   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.
Kristina Fink
(born 1976)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.
Sonya L. Crosswell
(born 1977)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

    23


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

24    


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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

LOGO

The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8169


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian Mid Cap Traditional Growth VIP Fund

 


 

LOGO

 

Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


Table of Contents

TABLE OF CONTENTS

 

Guardian Mid Cap Traditional Growth VIP Fund

 

Fund Commentary

     1  

Fund Characteristics

     3  

Fund Performance

     4  

Understanding Your Fund’s Expenses

     5  

Financial Information

  
Schedule of Investments      6  
Statement of Assets and Liabilities      9  
Statement of Operations      9  
Statement of Changes in Net Assets      10  
Financial Highlights      12  
Notes to Financial Statements      14  
Report of Independent Registered Public Accounting Firm      19  

Supplemental Information

  
Approval of Investment Advisory and
Sub-advisory Agreements
     20  
Trustees and Officers Information Table      24  
Portfolio Holdings and Proxy Voting Procedures      26  

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY OF JANUS CAPITAL MANAGEMENT LLC, SUB-ADVISER

Highlights

 

  Guardian Mid Cap Traditional Growth VIP Fund (the “Fund”) returned -0.10% underperforming its benchmark, the Russell Midcap® Growth Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s holdings in the materials and technology sectors detracted from relative results. The Fund’s underweight to the consumer staples sector relative to the Index and stock selection in the real estate sector contributed positively to relative performance.

 

  The Index delivered a return of 0.41% for the period. The energy, materials and financial sectors were the strongest performing sectors in the Index. The real estate and health care sectors delivered negative returns.

Market Overview

Stocks registered gains in 2016, but experienced brief bouts of volatility. Equities started the year lower due to concerns about the health of the Chinese economy and fear about how falling oil prices could affect the energy sector. The UK’s decision to leave the European Union in June’s “Brexit” referendum jolted markets, but investors soon regained their composure and sent shares higher. Stocks climbed after the November U.S. presidential election, on the expectation that the new administration would champion pro-growth initiatives.

A recovery in crude oil and other commodity prices after the early-year plunge propelled energy and materials stocks, resulting in those sectors being among the year’s best performers. Other cyclical sectors also registered gains.

Portfolio Review

The portfolio underperformed the Index during the period. The Fund’s holdings in the materials and

technology sectors detracted from relative results. The Fund’s underweight to the consumer staples sector relative to the Index and stock selection in the real estate sector contributed to relative performance.

Outlook

As we enter 2017, our thoughts on both the markets and U.S. economy can be summed up rather quickly. In a word: change. We believe several substantial shifts are underway, changing the market backdrop in the most meaningful way since the financial crisis. The U.S. economy appears primed for faster growth. In our view, the building blocks for economic growth were in place even before the election, but if the new administration indeed ushers in tax and regulatory reform, the economy could grow more rapidly than expected even a few months ago. That economic growth could lead to a more normalized interest rate environment, and rising rates typically have broad implications for both stock valuations in general and individual companies that benefit from, or are penalized by, the rising rates. Finally, no one can be certain what policies the new administration will implement, but we believe that regulations for some industries are poised for a shakeup.

The market has already anticipated some of these changes. Since the November election, valuations of cyclical companies have improved significantly relative to defensive areas of the market, such as consumer staples and utility companies. So too, have valuations for the financials sector, as the market forecasts what rising interest rates and potential deregulation could mean for banks and other companies levered to interest rate changes.

After stocks for select sectors and industries moved broadly upward in anticipation of a stronger economy, rising interest rates or a new regulatory regime, investors need to discern exactly how these forces will affect individual companies, and whether all of the changes are reflected in the stock price. Investors must also prepare for how potentially rising

 

 

1 The Russell Midcap® Growth Index (The “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell Midcap® Index with higher price-to-book ratios and higher forecasted growth values. (The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which consists of the 1,000 largest U.S. companies based on total market capitalization.) Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees and expenses.

 

    1


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GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

interest rates could change stock valuations. In a low-rate, yield-starved environment, the market has bid up valuations for many stable businesses. Some of these companies fit our investment criteria, and from our perspective, buying opportunities could present themselves if valuations become more reasonable. We believe that a low interest rate environment has given other companies access to cheap capital. The ability for some of these companies to carry out their growth

initiatives with a highly levered balance sheet could be hampered if the cost of debt rises. Investors should be mindful of how rising costs of capital affect each company.

After a broad rally reflecting some of the anticipated economic changes, we may need to dig deeper to find remaining opportunities and stay nimble as some of the new administration’s policies take shape.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in mid-size companies can involve risks such as having less publicly available information, higher volatility, and less liquidity than in the case of larger companies. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

2    


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GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $13,271,729   

 

   

Sector Allocation1

As of December 31, 2016

    
LOGO
   

Top Ten Holdings2

As of December 31, 2016

         
   
Holding      % of Total
Net Assets
 
Lamar Advertising Co., Class A        2.71%  
TD Ameritrade Holding Corp.        2.67%  
Sensata Technologies Holding N.V.        2.63%  
TE Connectivity Ltd.        2.20%  
Sealed Air Corp.        2.03%  
Crown Castle International Corp.        1.97%  
Amdocs Ltd.        1.94%  
Verisk Analytics, Inc.        1.93%  
WEX, Inc.        1.91%  
athenahealth, Inc.        1.89%  
Total        21.88%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


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GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

Fund Performance (unaudited)

 

 

Average Annual Total Returns

As of December 31, 2016

 
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian Mid Cap Traditional Growth VIP Fund     9/1/2016                             -0.10%   
Russell Midcap® Growth Index                                  0.41%   

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

4    


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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $999.00        $3.63        1.09%   

Based on Hypothetical Return (5% Return Before Expenses)**

  $1,000.00     $1,019.66        $5.53        1.09%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


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SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

December 31, 2016           Shares     Value  
Common Stocks – 93.6%   
Aerospace & Defense – 1.1%   

Teledyne Technologies, Inc.(1)

       1,237      $     152,151   
        

 

 

 
                       152,151   
Air Freight & Logistics – 0.7%   

Expeditors International of Washington, Inc.

       1,867        98,876   
        

 

 

 
                       98,876   
Airlines – 1.6%   

Ryanair Holdings PLC, ADR(1)

       2,529        210,564   
        

 

 

 
                       210,564   
Banks – 0.6%   

SVB Financial Group(1)

       442        75,874   
        

 

 

 
                       75,874   
Biotechnology – 2.4%   

AbbVie, Inc.

       1,242        77,774   

Celgene Corp.(1)

       1,343        155,452   

DBV Technologies S.A., ADR(1)

       865        30,387   

TESARO, Inc.(1)

       389        52,313   
        

 

 

 
                       315,926   
Building Products – 1.5%   

Allegion PLC

       1,044        66,816   

AO Smith Corp.

       2,863        135,563   
        

 

 

 
                       202,379   
Capital Markets – 5.5%   

FactSet Research Systems, Inc.

       407        66,516   

LPL Financial Holdings, Inc.

       4,110        144,713   

MSCI, Inc.

       2,046        161,184   

TD Ameritrade Holding Corp.

       8,133        354,599   
        

 

 

 
                       727,012   
Chemicals – 0.3%   

Potash Corp. of Saskatchewan, Inc.

       2,454        44,393   
        

 

 

 
                       44,393   
Commercial Services & Supplies – 2.0%   

Edenred (France)

       3,457        68,510   

Ritchie Bros Auctioneers, Inc.

       5,716        194,344   
        

 

 

 
                       262,854   
Containers & Packaging – 2.0%   

Sealed Air Corp.

       5,944        269,501   
        

 

 

 
                       269,501   
Diversified Consumer Services – 1.7%   

ServiceMaster Global Holdings, Inc.(1)

       6,139        231,256   
        

 

 

 
                       231,256   
Electrical Equipment – 3.2%   

AMETEK, Inc.

       1,509        73,337   

Sensata Technologies Holding N.V.(1)

  

     8,971        349,421   
        

 

 

 
                       422,758   
December 31, 2016           Shares     Value  
Electronic Equipment, Instruments & Components – 6.8%   

Amphenol Corp., Class A

       1,545      $     103,824   

Belden, Inc.

       1,695        126,735   

Flex Ltd.(1)

       13,097        188,204   

National Instruments Corp.

       6,236        192,194   

TE Connectivity Ltd.

       4,223        292,569   
        

 

 

 
                       903,526   
Equity Real Estate – 4.7%       

Crown Castle International Corp.

  

     3,013        261,438   

Lamar Advertising Co., Class A

       5,345        359,398   
        

 

 

 
                       620,836   
Health Care Equipment & Supplies – 8.5%       

Boston Scientific Corp.(1)

       11,255        243,446   

DexCom, Inc.(1)

       1,275        76,117   

Masimo Corp.(1)

       1,039        70,029   

STERIS PLC

       3,569        240,515   

Teleflex, Inc.

       977        157,444   

The Cooper Cos., Inc.

       521        91,138   

Varian Medical Systems, Inc.(1)

       2,708        243,124   
        

 

 

 
                       1,121,813   
Health Care Providers & Services – 1.0%       

Henry Schein, Inc.(1)

       870        131,988   
        

 

 

 
                       131,988   
Health Care Technology – 1.9%       

athenahealth, Inc.(1)

       2,392        251,567   
        

 

 

 
                       251,567   
Hotels, Restaurants & Leisure – 2.2%       

Dunkin’ Brands Group, Inc.

       3,887        203,834   

Norwegian Cruise Line Holdings Ltd.(1)

       1,948        82,849   
        

 

 

 
                       286,683   
Industrial Conglomerates – 0.6%       

Roper Technologies, Inc.

       433        79,274   
        

 

 

 
                       79,274   
Insurance – 1.7%       

Aon PLC

       1,989        221,833   
        

 

 

 
                       221,833   
Internet Software & Services – 3.1%       

Cimpress N.V.(1)

       2,347        215,009   

CoStar Group, Inc.(1)

       1,062        200,176   
        

 

 

 
                       415,185   
IT Services – 8.4%       

Amdocs Ltd.

       4,411        256,941   

Broadridge Financial Solutions, Inc.

  

     2,523        167,275   

Fidelity National Information Services, Inc.

       1,249        94,474   

Gartner, Inc.(1)

       881        89,043   

Global Payments, Inc.

       1,667        115,706   

Jack Henry & Associates, Inc.

       1,555        138,053   

WEX, Inc.(1)

       2,268        253,109   
        

 

 

 
                       1,114,601   
 

 

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


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SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

December 31, 2016           Shares     Value  
Leisure Products – 0.5%       

Polaris Industries, Inc.

       749      $     61,710   
        

 

 

 
                       61,710   
Life Sciences Tools & Services – 4.9%       

PerkinElmer, Inc.

       4,770        248,755   

Quintiles IMS Holdings, Inc.(1)

       3,138        238,645   

Waters Corp.(1)

       1,241        166,778   
        

 

 

 
                       654,178   
Machinery – 1.1%       

The Middleby Corp.(1)

       709        91,326   

Wabtec Corp.

       688        57,118   
        

 

 

 
                       148,444   
Media – 1.0%       

Omnicom Group, Inc.

       1,565        133,197   
        

 

 

 
                       133,197   
Multiline Retail – 1.3%       

Dollar General Corp.

       1,536        113,772   

Dollar Tree, Inc.(1)

       717        55,338   
        

 

 

 
                       169,110   
Oil, Gas & Consumable Fuels – 0.8%       

World Fuel Services Corp.

       2,451        112,525   
        

 

 

 
                       112,525   
Professional Services – 2.7%       

IHS Markit Ltd.(1)

       3,055        108,178   

Verisk Analytics, Inc.(1)

       3,149        255,604   
        

 

 

 
                       363,782   
Road & Rail – 1.7%       

Canadian Pacific Railway Ltd.

       681        97,226   

Old Dominion Freight Line, Inc.(1)

  

     1,463        125,511   
        

 

 

 
                       222,737   
Semiconductors & Semiconductor Equipment – 6.4%   

KLA-Tencor Corp.

       2,574        202,522   

Lam Research Corp.

       1,297        137,132   

Microchip Technology, Inc.

       2,114        135,613   

ON Semiconductor Corp.(1)

       10,301        131,441   

Xilinx, Inc.

       3,965        239,367   
        

 

 

 
                       846,075   
Software – 7.9%       

Atlassian Corp. PLC, Class A(1)

       6,123        147,442   

Cadence Design Systems, Inc.(1)

       7,178        181,029   

Constellation Software, Inc. (Canada)

       459        208,577   

Intuit, Inc.

       1,258        144,179   

Nice Ltd., ADR

       2,507        172,381   

SS&C Technologies Holdings, Inc.

  

     6,752        193,107   
        

 

 

 
                       1,046,715   
Specialty Retail – 1.1%       

Tractor Supply Co.

       715        54,204   

Williams-Sonoma, Inc.

       1,788        86,521   
        

 

 

 
                       140,725   
December 31, 2016          Shares     Value  
Textiles, Apparel & Luxury Goods – 2.7%       

Carter’s, Inc.

      1,042      $     90,018   

Gildan Activewear, Inc.

      8,313        210,901   

Wolverine World Wide, Inc.

      2,729        59,902   
       

 

 

 
                      360,821   
Total Common Stocks
(Cost $12,410,773)
                12,420,869   
     
            Principal
Amount
    Value  
Short–Term Investment – 8.8%   
Repurchase Agreements – 8.8%   
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $1,168,004, due 1/3/2017(2)

     

  $ 1,168,000        1,168,000   
Total Repurchase Agreements
(Cost $1,168,000)
        1,168,000   
Total Investments – 102.4%
(Cost $13,578,773)
                13,588,869   
Liabilities in excess of other assets – (2.4)%                 (317,140
Total Net Assets – 100.0%                   $     13,271,729   

 

(1)  Non-income-producing security.
(2) The table below presents collateral for repurchase agreements.

 

Security   Coupon   Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note   3.625%     2/15/2020        $1,110,000        $1,195,729   

Legend:

ADR — American Depositary Receipt

 

 

The accompanying notes are an integral part of these financial statements.     7


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                   Valuation Inputs                                       
Investments in Securities      Level 1        Level 2        Level 3        Total  

Common Stocks

     $ 12,352,359         $ 68,510      $         $ 12,420,869   

Repurchase Agreements

                 1,168,000                     1,168,000   
Total      $     12,352,359         $     1,236,510         $     —         $     13,588,869   

 

* Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See Note 2a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1.

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $     13,588,869   

Cash

    419   

Receivable for fund shares subscribed

    36,551   

Reimbursement receivable from adviser

    20,877   

Receivable for investments sold

    6,517   

Dividends/interest receivable

    4,516   

Prepaid expenses

    10,817   
   

 

 

 

Total Assets

    13,668,566   
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    353,666   

Accrued audit fees

    20,000   

Investment advisory fees payable

    8,576   

Distribution fees payable

    2,680   

Accrued expenses and other liabilities

    11,915   
   

 

 

 

Total Liabilities

    396,837   
   

 

 

 

Total Net Assets

  $ 13,271,729   
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 13,260,913   

Accumulated net investment income/(loss)

    5,140   

Accumulated net realized gain/(loss) from investments and foreign currency transactions

    (4,418

Net unrealized appreciation/(depreciation) on investments and translation of assets and liabilities in foreign currencies

    10,094   
   

 

 

 

Total Net Assets

  $ 13,271,729   
   

 

 

 

Investments, at Cost

  $ 13,578,773   
   

 

 

 

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    1,328,251   

Net Asset Value Per Share

    $9.99   
         

Statement of Operations

For the Period Ended December 31, 20161

      

Investment Income

   

Dividends

  $     45,229   

Interest

    663   

Withholding taxes on foreign dividends

    (490
   

 

 

 

Total Investment Income

    45,402   
   

 

 

 
   

Expenses

   

Investment advisory fees

    29,551   

Professional fees

    32,969   

Trustees’ fees

    30,069   

Transfer agent fees

    9,249   

Distribution fees

    9,235   

Custodian and accounting fees

    3,497   

Shareholder reports

    1,000   

Administrative fees

    369   

Other expenses

    5,495   
   

 

 

 

Total Expenses

    121,434   
   

Less: Fees waived

    (81,172
   

 

 

 

Total Expenses, Net

    40,262   
   

 

 

 

Net Investment Income/(Loss)

    5,140   
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions

   

Net realized gain/(loss) from investments

    (4,506

Net realized gain/(loss) from foreign currency transactions

    88   

Net change in unrealized appreciation/(depreciation) on investments

    10,096   

Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies

    (2
   

 

 

 

Net Gain on Investments and Foreign Currency Transactions

    5,676   
   

 

 

 

Net Increase in Net Assets Resulting From Operations

  $ 10,816   
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.
 

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

Statement of Changes in Net Assets

         
   
        For the
Period Ended
12/31/161
 
       

 

 

Operations

      

Net investment income/(loss)

     $ 5,140   

Net realized gain/(loss) from investments and foreign currency transactions

       (4,418

Net change in unrealized appreciation/(depreciation) on investments and translation of
assets and liabilities in foreign currencies

       10,094   
      

 

 

 

Net Increase in Net Assets Resulting from Operations

       10,816   
      

 

 

 
   

Capital Share Transactions

      

Proceeds from sales of shares

       13,260,913   
      

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

       13,260,913   
      

 

 

 

Net Increase in Net Assets

       13,271,729   
      

 

 

 
   

Net Assets

      

Beginning of period

         
      

 

 

 

End of period

     $     13,271,729   
      

 

 

 

Accumulated Net Investment Income Included in Net Assets

     $ 5,140   
      

 

 

 
   

Other Information:

      

Shares

      

Sold

       1,328,251   
      

 

 

 

Net Increase

       1,328,251   
      

 

 

 
            

 

1  Commenced operations on September 1, 2016.

 

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


Table of Contents

 

 

This Page Intentionally Left Blank

 

 

 

 

    11


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                                              
     Per Share Operating Performance         
     Net Asset Value,
Beginning of
Period
     Net Investment
Income2
         
Net Realized
and Unrealized
Loss
     Total
Operations
     Net Asset
Value, End
of Period
     Total
Return4,5
 

Period Ended 12/31/161

  $ 10.00       $ 0.003       $ (0.01)       $ (0.01)       $ 9.99         (0.10)%   

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets4,6
    Gross Ratio of
Expenses to
Average Net
Assets4
    Net Ratio of Net
Investment Income
to Average
Net Assets4,6
    Gross Ratio of Net
Investment Loss
to Average Net
Assets4
    Portfolio
Turnover Rate4
 
$ 13,272        1.09%        2.93%        0.14%        (1.70)%        5%   

 

1  Commenced operations on September 1, 2016.

 

2  Calculated based on the average shares outstanding during the period.

 

3  Rounds to $0.00 per share.

 

4  Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

5  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

6  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     13


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Mid Cap Traditional Growth VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks long-term growth of capital.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services — Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that

security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.

 

 

14    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are

therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

 

 

    15


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.80% up to $100 million, 0.75% up to $300 million, and 0.73% in excess of $300 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.09% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without

 

 

16    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $81,172.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $81,172.

Park Avenue has entered into a Sub-Advisory Agreement with Janus Capital Management LLC (“Janus Capital”). Janus Capital is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $9,235 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be

treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $12,928,624 and $513,345, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a

commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian Mid Cap Traditional Growth VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian Mid Cap Traditional Growth VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting

held on August 8-9, 2016, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Subadvisers (or their respective affiliates) from their relationships with the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the

Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar,

 

 

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Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses,

contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance

 

 

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companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Independent Trustees
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None
John Walters**
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Interested Trustees
Douglas Dubitsky***
(born 1967)
   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None
Marc Costantini***
(born 1969)
   Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
Douglas Dubitsky
(born 1967)
   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
Michael Bessel
(born 1962)
   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.
Charles Barresi, Jr.
(born 1967)
   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.
Kristina Fink
(born 1976)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.
Sonya L. Crosswell
(born 1977)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (”SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

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The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8177


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian Mid Cap Relative Value VIP Fund

 


 

LOGO

 

Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


Table of Contents

TABLE OF CONTENTS

 

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY BY WELLS CAPITAL MANAGEMENT INCORPORATED, SUB-ADVISER

Highlights

 

  Guardian Mid Cap Relative Value VIP Fund (the “Fund”) returned 8.10%, outperforming its benchmark, the Russell Midcap® Value Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s outperformance relative to the Index was primarily due to security selection in the energy and consumer discretionary sectors, as well as an underweight to the real estate sector. The Fund’s lack of exposure to banks was the largest detractor to relative performance.

 

  The Index delivered a return of 5.96% for period. This advance was largely led by the financials, energy and information technology sectors.

Market Overview

During the months of September and October 2016 the equity market and mid-cap value stocks pulled back from the sharp second quarter rally due to perceived concerns over tepid earnings growth, potential interest rate increases and uncertainty surrounding the November U.S. elections. However, stocks were propelled sharply higher in November as investors assessed improving economic data and the results of the U.S. national elections, which brought hope for a more pro-growth administration and economic reflation. Specifically, investors expressed their expectation for the new administration and Congress to deliver on promises of decreased regulation, lower corporate tax rates, higher interest rates and a large economic stimulus.

The Index achieved another all-time high in early December and ultimately ended the four-month period up 5.96%. The Index was primarily led by companies that investors seem to believe will benefit from potentially higher interest rates, an improving U.S. economy, lower corporate taxes, less regulation and infrastructure stimulus. The financials sector led

the Index as several of these expectations have a meaningful and direct impact throughout the banking and insurance industries.

Portfolio Review

The Fund’s relative performance benefited from a large underweight relative to the Index to the real estate and utilities sectors. We did not believe that the reward-to-risk ratios were favorable in those sectors given the risk of higher rates impacting valuations and the timing of the real estate cycle. Our reward-to-risk valuation process indicated that most utilities and REITs were fully valued, and we found what we considered to be better opportunities for the level of risk being taken in other areas of the market. We seek companies that we believe have clear competitive advantages, strong and sustainable free cash flows, and flexible balance sheets that can be used to grow shareholder value.

Stock selection in the financials, energy and consumer discretionary sectors contributed to outperformance during the period. The Fund’s lack of exposure to banks was the largest detractor to relative performance.

Outlook

In 2017, we believe the U.S. equity market and mid-cap value stocks may experience some increased volatility, due to the pace of interest rate increases versus expectations, and the Trump administration’s ability to deliver on investor expectations with respect to corporate tax reform, deregulation and an impactful economic stimulus. Although we monitor how these policy events may impact potential holdings, and our financial models seek to capture the sensitivity of each company’s future free cash flows to many of these factors, our process is not designed to bet on these macro events or assumptions. Rather, we focus on finding companies that we believe can use their financial flexibility to create long-term shareholder value and deliver sustainable free cash flow.

 

 

1 The Russell Midcap® Value Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell Midcap® Index with lower price-to-book ratios and lower forecasted growth values. (The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which consists of the 1,000 largest U.S. companies based on total market capitalization.) Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

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GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Our disciplined reward-to-risk valuation process assists us in navigating these types of volatile markets. This process is designed to remove emotions and biases from our decision making as we seek to provide strong risk-adjusted relative returns. During periods in

which investor expectations appear to be dependent on the federal government’s ability to deliver on investor expectations, we will rely on our disciplined process to guide us as we seek to take advantage of any perceived market inefficiencies.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in mid-size companies can involve risks such as having less publicly available information, higher volatility, and less liquidity than in the case of larger companies. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

2    


Table of Contents

GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $ 14,921,166   

 

   

Sector Allocation1

As of December 31, 2016

      
 
LOGO  
   

Top Ten Holdings2

As of December 31, 2016

      
   
Holding   % of Total
Net Assets
 
Harris Corp.     2.85%  
Republic Services, Inc.     2.78%  
TreeHouse Foods, Inc.     2.76%  
Fidelity National Information Services, Inc.     2.63%  
Molson Coors Brewing Co., Class B     2.38%  
Brown & Brown, Inc.     2.34%  
Loews Corp.     2.31%  
Ameren Corp.     2.23%  
Kohl’s Corp.     2.17%  
American Electric Power Co., Inc.     2.09%  
Total     24.54%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


Table of Contents

GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Fund Performance (unaudited)

 

 

Average Annual Total Returns

As of December 31, 2016

 
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian Mid Cap Relative Value VIP Fund     9/1/2016                             8.10%   
Russell Midcap® Value Index                                  5.96%   

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

4    


Table of Contents

UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $1,081.00        $3.78        1.09%   
Based on Hypothetical Return (5% Return Before Expenses)**   $1,000.00     $1,019.66        $5.53        1.09%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

December 31, 2016    Shares      Value  
Common Stocks – 92.4%        
Aerospace & Defense – 3.0%        

Raytheon Co.

     1,987       $     282,154   

Rockwell Collins, Inc.

     1,787         165,762   
       

 

 

 
                447,916   
Banks – 4.2%        

PacWest Bancorp

     4,816         262,183   

Regions Financial Corp.

     16,708         239,927   

Zions Bancorporation

     2,833         121,932   
       

 

 

 
                624,042   
Beverages – 2.4%        

Molson Coors Brewing Co., Class B

     3,642         354,403   
       

 

 

 
                354,403   
Capital Markets – 1.9%        

Northern Trust Corp.

     3,149         280,419   
       

 

 

 
                280,419   
Chemicals – 2.1%        

CF Industries Holdings, Inc.

     3,087         97,179   

International Flavors & Fragrances, Inc.

     1,835         216,218   
       

 

 

 
                313,397   
Commercial Services & Supplies – 5.0%   

Pitney Bowes, Inc.

     10,583         160,756   

Republic Services, Inc.

     7,281         415,381   

Stericycle, Inc.(1)

     2,234         172,107   
       

 

 

 
                748,244   
Communications Equipment – 4.9%   

ARRIS International PLC(1)

     10,178         306,663   

Harris Corp.

     4,153         425,558   
       

 

 

 
                732,221   
Construction & Engineering – 0.4%        

Jacobs Engineering Group, Inc.(1)

     1,054         60,078   
       

 

 

 
                60,078   
Construction Materials – 2.0%        

Eagle Materials, Inc.

     3,017         297,265   
       

 

 

 
                297,265   
Consumer Finance – 1.6%        

Ally Financial, Inc.

     12,362         235,125   
       

 

 

 
                235,125   
Containers & Packaging – 3.1%        

International Paper Co.

     3,409         180,882   

Packaging Corp. of America

     3,427         290,678   
       

 

 

 
                471,560   
Electric Utilities – 2.1%        

American Electric Power Co., Inc.

     4,947         311,463   
       

 

 

 
                311,463   
Energy Equipment & Services – 4.9%   

Baker Hughes, Inc.

     3,819         248,120   

National Oilwell Varco, Inc.

     5,707         213,670   

Patterson-UTI Energy, Inc.

     9,793         263,628   
       

 

 

 
                725,418   
December 31, 2016    Shares      Value  
Equity Real Estate – 1.7%        

American Campus Communities, Inc.

     5,265       $ 262,039   
       

 

 

 
                262,039   
Food Products – 4.8%        

Pinnacle Foods, Inc.

     3,168         169,330   

The Hain Celestial Group, Inc.(1)

     3,444         134,419   

TreeHouse Foods, Inc.(1)

     5,713         412,421   
       

 

 

 
                716,170   
Health Care Equipment & Supplies – 1.2%   

STERIS PLC

     2,642         178,044   
       

 

 

 
                178,044   
Health Care Providers & Services – 4.3%   

Humana, Inc.

     1,376         280,745   

Molina Healthcare, Inc.(1)

     2,394         129,899   

Patterson Cos., Inc.

     5,561         228,168   
       

 

 

 
                638,812   
Hotels, Restaurants & Leisure – 1.3%   

The Wendy’s Co.

     14,141         191,186   
       

 

 

 
                191,186   
Household Durables – 1.2%        

Harman International Industries, Inc.

     1,615         179,523   
       

 

 

 
                179,523   
Insurance – 12.0%        

Arch Capital Group Ltd.(1)

     1,779         153,510   

Brown & Brown, Inc.

     7,768         348,473   

FNF Group

     6,763         229,672   

Loews Corp.

     7,376         345,418   

ProAssurance Corp.

     1,155         64,911   

The Allstate Corp.

     3,935         291,662   

Validus Holdings Ltd.

     1,947         107,104   

Willis Towers Watson PLC

     2,076         253,853   
       

 

 

 
                1,794,603   
IT Services – 7.4%        

Amdocs Ltd.

     4,438         258,513   

DST Systems, Inc.

     1,906         204,228   

Fidelity National Information Services, Inc.

     5,187         392,345   

Leidos Holdings, Inc.

     4,928         252,018   
       

 

 

 
                1,107,104   
Machinery – 1.4%        

Deere & Co.

     653         67,285   

Flowserve Corp.

     3,035         145,832   
       

 

 

 
                213,117   
Marine – 0.9%        

Kirby Corp.(1)

     2,122         141,113   
       

 

 

 
                141,113   
Multi-Utilities – 2.2%        

Ameren Corp.

     6,340         332,597   
       

 

 

 
                332,597   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

December 31, 2016    Shares      Value  
Multiline Retail – 2.2%        

Kohl’s Corp.

     6,547       $ 323,291   
       

 

 

 
                323,291   
Oil, Gas & Consumable Fuels – 4.5%   

Anadarko Petroleum Corp.

     3,074         214,350   

Cimarex Energy Co.

     1,398         189,988   

Hess Corp.

     4,212         262,366   
       

 

 

 
                666,704   
Real Estate Management & Development – 1.9%   

CBRE Group, Inc., Class A(1)

     8,916         280,765   
       

 

 

 
                280,765   
Road & Rail – 2.6%        

Kansas City Southern

     2,996         254,211   

Ryder System, Inc.

     1,899         141,361   
       

 

 

 
                395,572   
Specialty Retail – 1.7%        

Foot Locker, Inc.

     1,420         100,664   

Signet Jewelers Ltd.

     1,598         150,627   
       

 

 

 
                251,291   
Technology Hardware, Storage & Peripherals – 1.1%   

Western Digital Corp.

     2,345         159,343   
       

 

 

 
                159,343   
Transportation Infrastructure – 0.5%   

Macquarie Infrastructure Corp.

     866         70,752   
       

 

 

 
                70,752   
Water Utilities – 1.9%        

American Water Works Co., Inc.

     4,003         289,657   
       

 

 

 
                289,657   
Total Common Stocks
(Cost $12,950,178)
              13,793,234   
December 31, 2016    Principal
Amount
     Value  
Short–Term Investment – 7.5%   
Repurchase Agreements – 7.5%        
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $1,118,004, due 1/3/2017(2)

   $     1,118,000       $ 1,118,000   
Total Repurchase Agreements
(Cost $1,118,000)
         1,118,000   
Total Investments – 99.9%
(Cost $14,068,178)
              14,911,234   
Assets in excess of other liabilities – 0.1%         9,932   
Total Net Assets – 100.0%             $ 14,921,166   

 

(1)  Non-income-producing security.
(2)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%        2/15/2020      $ 1,060,000      $ 1,141,867   
 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                Valuation Inputs                                    
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 13,793,234         $         $         $ 13,793,234   
Repurchase Agreements                  1,118,000                     1,118,000   
Total      $ 13,793,234         $ 1,118,000         $         $ 14,911,234   

 

The accompanying notes are an integral part of these financial statements.     7


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $     14,911,234   

Cash

    32   

Receivable for investments sold

    196,946   

Receivable for fund shares subscribed

    43,859   

Dividends/interest receivable

    21,747   

Reimbursement receivable from adviser

    20,857   

Prepaid expenses

    10,819   
   

 

 

 

Total Assets

    15,205,494   
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    239,611   

Accrued audit fees

    20,000   

Investment advisory fees payable

    8,582   

Distribution fees payable

    2,980   

Accrued expenses and other liabilities

    13,155   
   

 

 

 

Total Liabilities

    284,328   
   

 

 

 

Total Net Assets

  $ 14,921,166   
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 13,954,743   

Accumulated net investment income/(loss)

    36,443   

Accumulated net realized gain/(loss) from investments

    86,924   

Net unrealized appreciation/(depreciation) on investments

    843,056   
   

 

 

 

Total Net Assets

  $ 14,921,166   
   

 

 

 

Investments, at Cost

  $ 14,068,178   
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    1,380,247   

Net Asset Value Per Share

    $10.81   
         

Statement of Operations

For the Period Ended December 31, 20161

      

Investment Income

   

Dividends

  $ 78,380   

Interest

    645   
   

 

 

 

Total Investment Income

    79,025   
   

 

 

 
   

Expenses

   

Investment advisory fees

    28,128   

Professional fees

    33,648   

Trustees’ fees

    31,389   

Distribution fees

    9,767   

Transfer agent fees

    9,254   

Custodian and accounting fees

    3,504   

Shareholder reports

    1,000   

Administrative fees

    391   

Other expenses

    5,515   
   

 

 

 

Total Expenses

    122,596   
   

Less: Fees waived

    (80,014
   

 

 

 

Total Expenses, Net

    42,582   
   

 

 

 

Net Investment Income/(Loss)

    36,443   
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments

   

Net realized gain/(loss) from investments

    86,924   

Net change in unrealized appreciation/(depreciation) on investments

    843,056   
   

 

 

 

Net Gain on Investments

    929,980   
   

 

 

 

Net Increase in Net Assets Resulting From Operations

  $ 966,423   
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Statement of Changes in Net Assets

      
   
     For the
Period Ended
12/31/161
 
    

 

 

Operations

  

Net investment income/(loss)

  $ 36,443   

Net realized gain/(loss) from investments

    86,924   

Net change in unrealized appreciation/(depreciation) on investments

    843,056   
   

 

 

 

Net Increase in Net Assets Resulting from Operations

    966,423   
   

 

 

 
 

Capital Share Transactions

  

Proceeds from sales of shares

    13,954,743   
   

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

    13,954,743   
   

 

 

 

Net Increase in Net Assets

    14,921,166   
   

 

 

 
 

Net Assets

  

Beginning of period

      
   

 

 

 

End of period

  $ 14,921,166   
   

 

 

 

Accumulated Net Investment Income Included in Net Assets

  $ 36,443   
   

 

 

 
 

Other Information:

  

Shares

   

Sold

    1,380,247   
   

 

 

 

Net Increase

    1,380,247   
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

 

Financial Highlights

                                               
      Per Share Operating Performance         
     

Net Asset Value,
Beginning of
Period

     Net Investment
Income2
     Net Realized
and Unrealized
Gain
     Total
Operations
     Net Asset
Value, End of
Period
     Total
Return3,4
 

Period Ended 12/31/161

   $ 10.00       $ 0.03       $ 0.78       $ 0.81       $ 10.81         8.10%   

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets3,5
    Gross Ratio of
Expenses to
Average Net
Assets3
    Net Ratio of Net
Investment Income
to Average
Net Assets3,5
    Gross Ratio of Net
Investment Loss
to Average
Net Assets3
    Portfolio
Turnover Rate3
 
$ 14,921       1.09%       2.80%       0.93%       (0.76)%       14%  

 

1 Commenced operations on September 1, 2016.

 

2 Calculated based on the average shares outstanding during the period.

 

3 Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

4  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

5  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     11


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Mid Cap Relative Value VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks long-term capital appreciation.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services – Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that

security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are

therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

 

 

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b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.72% up to $100 million, 0.67% up to $300 million, 0.62% up to $500 million, and 0.60% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.09% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without

 

 

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action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $80,014.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $80,014.

Park Avenue has entered into a Sub-Advisory Agreement with Wells Capital Management Incorporated (“Wells Capital”). Wells Capital is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $9,767 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $14,497,058 and $1,633,805, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable

 

 

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information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the

time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian Mid Cap Relative Value VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian Mid Cap Relative Value VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting

held on August 8-9, 2016, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.

 

 

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Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds

or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian

 

 

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Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information from certain Subadvisers, the Trustees primarily

considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not

 

 

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expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Independent Trustees

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None

Lisa K. Polsky

(born 1956)

   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None

John Walters**

(born 1962)

   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Interested Trustees

Douglas Dubitsky***

(born 1967)

   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None
Marc Costantini*** (born 1969)    Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year of Birth    Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years

Douglas Dubitsky

(born 1967)

   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.

John H. Walter

(born 1962)

   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.

Harris Oliner

(born 1971)

   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.

Richard T. Potter

(born 1954)

   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.

Michael Bessel

(born 1962)

   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.

Charles Barresi, Jr.

(born 1967)

   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.

Kathleen M. Moynihan

(born 1966)

   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.

Maria Nydia Morrison

(born 1958)

   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

Kristina Fink

(born 1976)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.

Sonya L. Crosswell

(born 1977)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

    23


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

24    


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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

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The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8176


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian International Growth VIP Fund

 


 

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Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


Table of Contents

TABLE OF CONTENTS

 

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY BY J.P. MORGAN INVESTMENT MANAGEMENT, INC., SUB-ADVISER

Highlights

 

  Guardian International Growth VIP Fund (the “Fund”) returned -3.80%, outperforming its benchmark, the MSCI® EAFE® Growth Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s outperformance relative to the Index was primarily due to security selection, especially in the consumer discretionary, information technology and health-care sectors. Stock selection in telecommunication services sector was the largest detractor from the Fund’s relative performance.

 

  The Index delivered a return of -4.12% for the period. This decline was largely due to a sell-off in consumer staples, health care and telecommunication services.

Market Overview

Markets faltered during the early part of the period as increasing bond yields came to the forefront of investors’ minds, despite taking place slowly. Concerns grew over the impact of rising borrowing costs and implications for the level of multiples investors would be willing to pay for companies. Regulatory and financial problems at Deutsche Bank, and the possible contagion effects on the rest of the European banking sector, also contributed to market anxieties, especially after the German government indicated it would not provide state aid for Deutsche Bank. Global data releases, however, were largely positive and the rotation into cyclical regions and sectors continued.

Developed market equities were broadly higher in the fourth quarter, fueled by generally favorable economic and corporate earnings data from the U.S.

and Europe, a recovery in commodity prices, robust corporate deal activity, the election of Donald Trump, higher bond yields, and indications that the European Central Bank and the Bank of Japan would maintain accommodative monetary policies. In contrast, emerging markets did not fare as well overall. A stronger U.S. dollar and uncertainties over how U.S. President Trump’s policies might affect trade, combined with country-specific developments, weighed on the emerging markets asset class.

Reflecting improved investor sentiment, cyclical stocks outperformed more defensive names. The energy sector was strong as oil prices jumped in the wake of an agreement among oil producers to curtail supplies. Financials also did well as banks and insurers responded positively to higher bond yields and the possibility that a Trump administration might ease regulations.

For U.S.-based investors, however, gains were eroded by currency movements, as the prospect of higher interest rates and stronger growth in the U.S. caused the U.S. dollar to appreciate relative to most major foreign currencies.

Portfolio Review

In a challenging period for international equities, the Fund’s relative outperformance was driven primarily by stock selection. The Fund’s lack of exposure to more defensive areas of the market like consumer staples also helped the Fund’s relative performance.

Throughout the period, we maintained a preference for more cyclical sectors, such as information technology and consumer discretionary, where we found individual stocks with attractive valuations and strong earnings growth on a forward-looking basis. In the fourth quarter, we modestly increased the Fund’s positions in health-care stocks.

 

 

 

1 MSCI® EAFE® Growth Index (the “Index”), which is a subset of the MSCI® EAFE® Index. The MSCI® EAFE® Index (Europe, Australasia, and Far East) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. “(Gross)” Index results assume the reinvestment of dividends paid on the stocks constituting the Index without any deduction of withholding taxes. You may not invest in the Index and, unlike the Fund, the Index does not incur fees or expenses.

 

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GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Outlook

The political surprises this year in the U.S. and Europe have given governments a clear mandate to reflate their economies and address inequality. Investors are now expecting significant fiscal stimulus and a continued move away from reliance on monetary policy to reinvigorate economic growth and inflation. We believe that renewed fiscal stimulus should benefit equity markets globally, with a direct effect on some cyclical sectors, and a more general effect through higher economic growth and improved business and consumer confidence. In our opinion, expectations for the number of interest rate hikes by the U.S. Federal Reserve in 2017 have increased. However, we believe that this need not be a headwind for equity markets if they are accompanied by continued economic growth and a strong labor market. This comes at a time when global economic

growth is running at stronger rates than at any time since 2010, and analysts’ expectations for company earnings are improving.

The current backdrop has provided a powerful catalyst for investors to refocus on the historically high levels of dispersion in company valuations across sectors and regions globally. We believe this is very positive for active management and we continue to focus on identifying attractively valued companies with the right business model and management quality, with the potential to outperform their peers. This positive backdrop is not without its risks, however. Political uncertainty is expected to continue in 2017, with a number of important elections in Europe, the start of negotiations related to Brexit (the U.K.’s decision to leave the European Union) and uncertainty over the impact of Trump’s policies on U.S. economic and foreign policy.

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investments in growth companies may be highly volatile. Growth stocks may not realize their perceived growth potential and during certain periods the Fund may underperform other equity funds that employ a different style. Investing in large-capitalization companies may involve risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. These risks are even greater when investing in emerging markets. Derivative transactions can create leverage and may be highly volatile. It is possible that a derivative transaction will result in a loss greater than the principal amount invested and the Fund may not be able to close out a derivative transaction at a favorable time or price. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

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GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $10,980,329   

 

 

Geographic Region Allocation2

As of December 31, 2016

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Sector Allocation1

As of December 31, 2016

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    3


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GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

     

Top Ten Holdings2

As of December 31, 2016

           
   
Holding   Country   % of Total
Net Assets
 
Roche Holding AG   Switzerland     3.73%  
Unilever PLC   United Kingdom     3.27%  
British American Tobacco PLC   United Kingdom     3.13%  
Anheuser-Busch InBev S.A.   Belgium     2.81%  
SAP SE   Germany     2.74%  
Bayer AG (Reg S)   Germany     2.71%  
Novo Nordisk A/S, Class B   Denmark     2.50%  
AIA Group Ltd.   Hong Kong     2.40%  
Prudential PLC   United Kingdom     2.38%  
Vodafone Group PLC   United Kingdom     2.17%  
Total         27.84%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. Cash includes short-term investments and net other assets and liabilities.

Fund Performance (unaudited)

 

 

Average Annual Total Returns

As of December 31, 2016

 
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian International Growth VIP Fund     9/1/2016                         -3.80%  
MSCI® EAFE® Growth Index                               -4.12%  

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $962.00        $3.99        1.22%   

Based on Hypothetical Return (5% Return Before Expenses)**

  $1,000.00     $1,019.00        $6.19        1.22%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


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SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

December 31, 2016    Shares      Value  
Common Stocks – 96.9%   
Belgium – 2.8%   

Anheuser-Busch InBev S.A.

     2,922       $     308,584   
       

 

 

 
                308,584   
Cayman Islands – 2.5%   

Baidu, Inc., ADR(1)

     877         144,187   

Sands China Ltd.

     29,200         125,583   
       

 

 

 
                269,770   
Denmark – 2.5%   

Novo Nordisk A/S, Class B

     7,633         274,174   
       

 

 

 
                274,174   
Finland – 1.4%   

Wartsila OYJ Abp

     3,426         153,888   
       

 

 

 
                153,888   
France – 2.8%   

Accor S.A.

     3,102         115,646   

Safran S.A.

     2,675         192,593   
       

 

 

 
                308,239   
Germany – 12.3%   

Bayer AG (Reg S)

     2,858         298,164   

Continental AG

     963         187,462   

Fresenius SE & Co. KGaA

     2,688         209,971   

Henkel AG & Co. KGaA

     1,608         191,764   

SAP SE

     3,445         301,076   

Zalando SE(1)(2)

     4,301         164,294   
       

 

 

 
                1,352,731   
Hong Kong – 2.4%   

AIA Group Ltd.

     47,000         263,024   
       

 

 

 
                263,024   
Ireland – 1.2%   

Ryanair Holdings PLC, ADR(1)

     1,580         131,551   
       

 

 

 
                131,551   
Israel – 1.3%   

Teva Pharmaceutical Industries Ltd., ADR

     4,025         145,906   
       

 

 

 
                145,906   
Japan – 17.8%   

FANUC Corp.

     900         152,191   

KDDI Corp.

     6,600         166,636   

Keyence Corp.

     300         205,554   

Komatsu Ltd.

     5,400         121,884   

Kubota Corp.

     10,700         152,322   

Makita Corp.

     1,900         127,100   

Nitori Holdings Co. Ltd.

     1,200         137,129   

Nitto Denko Corp.

     2,100         160,795   

ORIX Corp.

     9,300         144,081   

Shimano, Inc.

     1,100         172,175   

Shiseido Co. Ltd.

     6,300         159,153   

Sugi Holdings Co. Ltd.

     2,700         127,941   

Tokyo Electron Ltd.

     1,400         131,990   
       

 

 

 
                1,958,951   
December 31, 2016    Shares      Value  
Netherlands – 7.1%   

Akzo Nobel N.V.

     2,791       $ 174,302   

Altice N.V., Class A(1)

     9,738         192,619   

ASML Holding N.V.

     1,839         206,048   

RELX N.V.

     12,595         211,715   
       

 

 

 
                784,684   
Norway – 1.2%   

Telenor ASA

     8,687         129,520   
       

 

 

 
                129,520   
Republic of Korea – 1.2%   

Samsung Electronics Co. Ltd., GDR

     178         132,966   
       

 

 

 
                132,966   
South Africa – 1.2%   

Naspers Ltd., Class N

     906         132,009   
       

 

 

 
                132,009   
Spain – 1.3%   

Grifols S.A., ADR

     8,997         144,582   
       

 

 

 
                144,582   
Sweden – 1.8%   

Atlas Copco AB, Class A

     6,495         197,432   
       

 

 

 
                197,432   
Switzerland – 10.4%   

Actelion Ltd. (Reg S)(1)

     767         165,785   

Cie Financiere Richemont S.A. (Reg S)

     3,249         215,122   

LafargeHolcim Ltd. (Reg S)(1)

     3,560         187,009   

Roche Holding AG

     1,798         409,680   

UBS Group AG (Reg S)

     10,289         161,074   
       

 

 

 
                1,138,670   
Taiwan – 1.0%   

Taiwan Semiconductor Manufacturing Co. Ltd., ADR

     3,836         110,285   
       

 

 

 
                110,285   
United Kingdom – 24.7%   

Booker Group PLC

     58,666         126,567   

British American Tobacco PLC

     6,046         343,285   

Burberry Group PLC

     8,933         164,659   

Intertek Group PLC

     4,109         175,309   

Meggitt PLC

     22,998         129,873   

Persimmon PLC

     5,737         125,187   

Prudential PLC

     13,117         261,634   

Reckitt Benckiser Group PLC

     2,773         234,414   

Shire PLC

     3,847         217,995   

Unilever PLC

     8,873         358,914   

Vodafone Group PLC

     97,078         238,761   

Worldpay Group PLC(2)

     46,921         155,608   

WPP PLC

     7,788         174,106   
       

 

 

 
                2,706,312   
Total Common Stocks
(Cost $11,032,180)
         10,643,278   
 

 

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


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SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

December 31, 2016    Principal
Amount
     Value  
Short–Term Investment – 4.8%  
Repurchase Agreements – 4.8%  
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $529,002, due 1/3/2017(3)

   $     529,000      $ 529,000  

Total Repurchase Agreements
(Cost $529,000)

 

     529,000  
Total Investments – 101.7%
(Cost $11,561,180)
              11,172,278  
Liabilities in excess of other assets – (1.7)%               (191,949
Total Net Assets – 100.0%             $ 10,980,329  

 

(1)  Non-income-producing security.
(2)  Securities that may be resold in transactions, exempt from registration under Rule 144A under the Securities Act of 1933, as amended, normally to certain qualified buyers. At December 31, 2016, the aggregate market value of these securities amounted to $319,902, representing 2.9% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees.
(3)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%       2/15/2020     $ 505,000     $ 544,003  

Legend:

ADR — American Depositary Receipt

GDR — Global Depositary Receipt

 

 

The accompanying notes are an integral part of these financial statements.     7


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SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                  Valuation  Inputs                                      
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks                                            

Belgium

     $         $ 308,584      $     —         $ 308,584   

Cayman Islands

       144,187           125,583                  269,770   

Denmark

                 274,174                  274,174   

Finland

                 153,888                  153,888   

France

                 308,239                  308,239   

Germany

                 1,352,731                  1,352,731   

Hong Kong

                 263,024                  263,024   

Ireland

       131,551                               131,551   

Israel

       145,906                               145,906   

Japan

                 1,958,951                  1,958,951   

Netherlands

                 784,684                  784,684   

Norway

                 129,520                  129,520   

Republic of Korea

       132,966                               132,966   

South Africa

                 132,009                  132,009   

Spain

       144,582                               144,582   

Sweden

                 197,432                  197,432   

Switzerland

                 1,138,670                  1,138,670   

Taiwan

       110,285                               110,285   

United Kingdom

                 2,706,312                  2,706,312   
Repurchase Agreements                  529,000                     529,000   
Total      $     809,477         $     10,362,801         $     —         $     11,172,278   

 

* Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See Note 2a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1.

 

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


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FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $     11,172,278   

Cash

    178   

Reimbursement receivable from adviser

    21,154   

Receivable for fund shares subscribed

    14,618   

Dividends/interest receivable

    5,542   

Foreign tax reclaims receivable

    2,168   

Prepaid expenses

    10,819   
   

 

 

 

Total Assets

    11,226,757   
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    196,535   

Accrued audit fees

    25,000   

Accrued transfer agent fees

    8,640   

Investment advisory fees payable

    7,161   

Distribution fees payable

    2,238   

Accrued expenses and other liabilities

    6,854   
   

 

 

 

Total Liabilities

    246,428   
   

 

 

 

Total Net Assets

  $ 10,980,329   
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 11,364,408   

Accumulated net investment income/(loss)

    (1,940

Accumulated net realized gain/(loss) from investments and foreign currency transactions

    7,321   

Net unrealized appreciation/(depreciation) on investments and translation of assets and liabilities in foreign currencies

    (389,460
   

 

 

 

Total Net Assets

  $ 10,980,329   
   

 

 

 

Investments, at Cost

  $ 11,561,180   
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    1,141,661   

Net Asset Value Per Share

    $9.62   
         

Statement of Operations

For the Period Ended December 31, 20161

      

Investment Income

   

Dividends

  $     44,556   

Interest

    207   

Withholding taxes on foreign dividends

    (5,145
   

 

 

 

Total Investment Income

    39,618   
   

 

 

 
   

Expenses

   

Investment advisory fees

    27,251   

Professional fees

    37,068   

Trustees’ fees

    27,844   

Transfer agent fees

    9,256   

Custodian and accounting fees

    9,097   

Distribution fees

    8,516   

Shareholder reports

    1,000   

Administrative fees

    341   

Other expenses

    5,468   
   

 

 

 

Total Expenses

    125,841   
   

 

 

 
   

Less: Fees waived

    (84,283
   

 

 

 

Total Expenses, Net

    41,558   
   

 

 

 

Net Investment Income/(Loss)

    (1,940
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions

   

Net realized gain/(loss) from investments

    11,199   

Net realized gain/(loss) from foreign currency transactions

    (3,878

Net change in unrealized appreciation/(depreciation) on investments

    (388,902

Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies

    (558
   

 

 

 

Net Loss on Investments and Foreign Currency Transactions

    (382,139
   

 

 

 

Net Decrease in Net Assets Resulting From Operations

  $ (384,079)   
   

 

 

 
         

 

1 Commenced operations on September 1, 2016.
 

 

The accompanying notes are an integral part of these financial statements.     9


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FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Statement of Changes in Net Assets

      
   
     For the
Period Ended
12/31/161
 
    

 

 
   

Operations

   

Net investment income/(loss)

  $ (1,940

Net realized gain/(loss) from investments and foreign currency transactions

    7,321   

Net change in unrealized appreciation/(depreciation) on investments and translation of
assets and liabilities in foreign currencies

    (389,460
   

 

 

 

Net Decrease in Net Assets Resulting from Operations

    (384,079
   

 

 

 
   

Capital Share Transactions

   

Proceeds from sales of shares

    11,364,408   
   

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

    11,364,408   
   

 

 

 

Net Increase in Net Assets

    10,980,329   
   

 

 

 
   

Net Assets

   

Beginning of period

      
   

 

 

 

End of period

  $ 10,980,329   
   

 

 

 

Accumulated Net Investment Loss Included in Net Assets

  $ (1,940
   

 

 

 
   

Other Information:

   

Shares

   

Sold

    1,141,661   
   

 

 

 

Net Increase

    1,141,661   
   

 

 

 
         

 

1 Commenced operations on September 1, 2016.

 

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


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    11


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FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                                            
      Per Share Operating Performance         
          
Net Asset Value,
Beginning of
Period
     Net Investment
Loss2
    Net Realized
and Unrealized
Loss
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return4,5
 

Period Ended 12/31/161

   $ 10.00       $ (0.00 )3    $ (0.38   $ (0.38   $ 9.62         (3.80)%   

 

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


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FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets4,6
    Gross Ratio of
Expenses to
Average Net
Assets4
    Net Ratio of Net
Investment Loss
to Average
Net Assets4,6
    Gross Ratio of Net
Investment Loss
to Average
Net Assets4
    Portfolio
Turnover Rate4
 
$ 10,980        1.22%        3.20%        (0.06)%        (2.04)%        8%   

 

 

1  Commenced operations on September 1, 2016.

 

2  Calculated based on the average shares outstanding during the period.

 

3  Rounds to $(0.00) per share.

 

4  Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

5  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

6  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Loss to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     13


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian International Growth VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks total return consisting of long-term capital growth and current income.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services – Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official

closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related

 

 

14    


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

events after the report date and prior to issuance of the report are not reflected herein.

Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore

 

 

    15


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will

accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.80% of the first $100 million, and 0.75% in excess of $100 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.22% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund

 

 

16    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $84,283.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $84,283.

Park Avenue has entered into a Sub-Advisory Agreement with J.P. Morgan Investment Management Inc. (“J.P. Morgan”). J.P. Morgan is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $8,516 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $11,828,664 and $807,682, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

 

 

    17


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate or the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

18    


Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian International Growth VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian International Growth VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

    19


Table of Contents

SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received

materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.

 

 

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Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The

Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile

 

 

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for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive

specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted

 

 

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pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee

Independent Trustees

Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None
John Walters**
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

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Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee

Interested Trustees

Douglas Dubitsky***
(born 1967)
   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None
Marc Costantini***
(born 1969)
   Chairman and
Trustee
   Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year
of Birth
   Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years
Douglas Dubitsky
(born 1967)
   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
Michael Bessel
(born 1962)
   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.
Charles Barresi, Jr.
(born 1967)
   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.
Kristina Fink
(born 1976)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.
Sonya L. Crosswell
(born 1977)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

 

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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

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The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8171


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Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian International Value VIP Fund

 


 

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Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY OF LAZARD ASSET MANAGEMENT LLC, SUB-ADVISER

Highlights

 

  Guardian International Value VIP Fund (the “Fund”) returned -3.70%, underperforming its benchmark, the MSCI® EAFE® Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s underperformance relative to the Index was primarily due to security selection, especially in the financials sector.

 

  The Index delivered a return of 0.51% for the period.

Market Overview

The four-month period ended December 31, 2016 was a continuation of the lower quality, risk-on trend (investors move to higher yielding investments due to perceived low financial risk) that began earlier in the third quarter. Market leadership was driven by stocks with lower financial productivity (as measured by return on equity), outperforming stocks with higher financial productivity. This dynamic was most pronounced in continental Europe and Japan. In this environment, international equities rose strongly in local currencies, although in U.S. dollar terms this was offset by the strength of the currency.

Market sentiment received another boost in November with the election of Donald Trump as U.S. President. Investors seemed to focus on the potentially stimulative impact of his policies on growth, including lower taxes, less regulation, and higher infrastructure spending while downplaying (or even ignoring) Trump’s previous statements on trade, immigration, and foreign policy. This outcome accelerated the market rotation into stocks perceived to benefit from rising inflation, rising interest rates, and possibly rising growth.

In this environment financial and commodity stocks rallied strongly. Elsewhere, more defensive sectors such as consumer staples, health care, telecom, and

utilities fell in absolute terms. The strengthening dollar put pressure on emerging market stocks.

Portfolio Review

During the period, in an environment that extended the strong rotation into cyclicals and the low-quality rally that began earlier in the third quarter, the Fund lagged the Index. Much of the underperformance was due to the rally in stocks with negative to low financial productivity that occurred while stocks with higher financial productivity lagged. As we focused on companies with sustainably high, or improving, financial productivity, we were not exposed to some of the best performing stocks within the Index. Furthermore, some of our holdings, despite consistent fundamentals, were negatively impacted by the strong sector rotation.

The most significant source of underperformance was the Fund’s positioning in the financials sector. The Fund was negatively impacted by the opportunity cost of not owning less financially productive stocks in the financials sector. These stocks rallied on the anticipation of earnings improvement, the probability of which we believe is less likely in Europe given the challenging regulatory, tax, and interest rate environment. Nevertheless, we remain underweight in the financials sector compared to the Index, given the numerous risks that we believe are still pervasive in the market.

Additionally, the Fund was negatively impacted by its positioning in the industrials sector, where the Fund remained overweight compared to the Index. The sector was generally led by stocks with lower financial productivity, and additionally, some of the Fund’s holdings in this sector underperformed due to the aforementioned rotation into less financially productive stocks, despite consistent fundamentals.

The Fund was also negatively impacted by its holdings of companies located in emerging markets. This was partly due to the negative impact stemming from U.S. dollar strength following the results of the U.S. election.

 

 

1 The MSCI® EAFE® Index (Europe, Australasia, and Far East) (the “Index”) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. “(Gross)” Index results assume the reinvestment of dividends paid on the stocks constituting the Index without any deduction of withholding taxes. You may not invest in the Index and, unlike the Fund, the Index does not incur fees or expenses.

 

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In contrast, the Fund benefitted from stock selection in the real estate sector.

Outlook

We believe that the tightening labor markets in the U.S., and commodity price increases, spurred in large part by China’s return to debt-fueled investment growth, has driven rising inflation. These factors pressure profit margins and interest rates, both of which we believe are negative for profits and valuations. However, the broader market is now assuming that inflation and fiscal loosening will lead to a generalized pick-up in growth — good inflation — hence the rise in cyclical stocks. We believe that in the short term, rising interest rates could quickly drag down economic activity, as well as the ability of governments to loosen fiscally, given the very high and still rising levels of debt around the world. In emerging markets, much of the debt is in U.S. dollars, has been exacerbating the risk.

The response of the Fund’s management team to a period of weaker relative performance is to continue to focus on fundamental stock analysis. While risk control is important, we believe that stock selection is the key driver of potential returns. Given that the level of macroeconomic and political uncertainty is very high, we are working especially hard to identify investment ideas that we believe have a strong internal or structural dynamic not correlated to, or dependent upon, a certain external environment. At the same time, some of the higher-return companies in which we seek to invest have fallen sharply through the rotation period and we are starting to see signs of relative value again.

Overall, we plan to continue to focus on stock selection and seek stocks that we believe have sustainably high or improving returns while trading at what we believe to be attractive valuations.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in large-capitalization companies may involve risks such as having low growth rates, and slow responsiveness to competitive challenges or opportunities than in the case of smaller companies. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. These risks are even greater when investing in emerging markets. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

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Fund Characteristics (unaudited)

 

Total Net Assets: $14,099,741   

 

     

Geographic Region Allocation2

As of December 31, 2016

         
 
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Sector Allocation1

As of December 31, 2016

         
 
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Top Ten Holdings2

As of December 31, 2016

           
   
Holding   Country   % of Total
Net Assets
 
Novartis AG (Reg S)   Switzerland     3.75%  
Prudential PLC   United Kingdom     3.19%  
British American Tobacco PLC   United Kingdom     2.77%  
Royal Dutch Shell PLC, Class A   United Kingdom     2.75%  
Anheuser-Busch InBev S.A.   Belgium     2.72%  
Shire PLC   United Kingdom     2.60%  
Daiwa House Industry Co. Ltd.   Japan     2.46%  
Valeo S.A.   France     2.45%  
SAP SE   Germany     2.37%  
Sampo OYJ, Class A   Finland     2.32%  
Total         27.38%  

 

1 The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. Cash includes short-term investments and net other assets and liabilities.

Fund Performance (unaudited)

 

 

Average Annual Total Returns

As of December 31, 2016

 
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian International Value VIP Fund     9/1/2016                         -3.70%  
MSCI® EAFE® Index                               0.51%  

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $963.00        $3.63        1.11%   
Based on Hypothetical Return (5% Return Before Expenses)**   $1,000.00     $1,019.56        $5.63        1.11%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

December 31, 2016    Shares      Value  
Common Stocks – 93.7%        
Australia – 1.5%        

Caltex Australia Ltd.

     9,454       $ 207,560   
       

 

 

 
                207,560   
Belgium – 3.4%        

Anheuser-Busch InBev S.A.

     3,624         382,720   

KBC Group N.V.

     1,539         95,261   
       

 

 

 
                477,981   
Bermuda – 1.3%        

Signet Jewelers Ltd.

     1,985         187,106   
       

 

 

 
                187,106   
Brazil – 1.1%        

BB Seguridade Participacoes S.A.

     17,408         150,690   
       

 

 

 
                150,690   
Canada – 5.7%        

Canadian National Railway Co.

     2,615         175,989   

MacDonald Dettwiler & Associates Ltd.

     1,925         95,902   

National Bank of Canada

     6,295         255,663   

Suncor Energy, Inc.

     8,540         279,229   
       

 

 

 
                806,783   
Denmark – 1.1%        

Carlsberg A/S, Class B

     1,777         153,357   
       

 

 

 
                153,357   
Finland – 2.3%        

Sampo OYJ, Class A

     7,313         327,017   
       

 

 

 
                327,017   
France – 9.5%        

Air Liquide S.A.

     2,154         239,122   

Capgemini S.A.

     3,172         267,519   

Cie Generale des Etablissements Michelin

     1,814         201,769   

Valeo S.A.

     6,011         345,389   

Vinci S.A.

     4,109         279,491   
       

 

 

 
                1,333,290   
Germany – 2.4%        

SAP SE

     3,822         334,024   
       

 

 

 
                334,024   
Ireland – 2.2%        

James Hardie Industries PLC

     9,696         153,527   

Ryanair Holdings PLC, ADR(1)

     1,863         155,114   
       

 

 

 
                308,641   
Israel – 1.8%        

Teva Pharmaceutical Industries Ltd., ADR

     6,974         252,807   
       

 

 

 
                252,807   
Italy – 0.8%        

Azimut Holding S.p.A.

     6,413         106,813   
       

 

 

 
                106,813   
Japan – 17.6%        

ABC-Mart, Inc.

     2,500         141,421   

Daiwa House Industry Co. Ltd.

     12,720         346,996   
                   
December 31, 2016    Shares      Value  
Japan (continued)        

Don Quijote Holdings Co. Ltd.

     8,600       $ 317,704   

Hoshizaki Corp.

     200         15,810   

Isuzu Motors Ltd.

     18,000         227,236   

Japan Tobacco, Inc.

     5,600         183,979   

KDDI Corp.

     7,400         186,835   

Makita Corp.

     3,000         200,685   

Seven & i Holdings Co. Ltd.

     5,900         224,531   

Sony Corp.

     10,900         302,923   

Sumitomo Mitsui Financial Group, Inc.

     6,500         246,415   

United Arrows Ltd.

     3,100         85,347   
       

 

 

 
                2,479,882   
Luxembourg – 0.6%        

RTL Group

     1,255         91,986   
       

 

 

 
                91,986   
Netherlands – 3.3%        

Airbus Group SE

     1,537         101,440   

Koninklijke KPN N.V.

     38,485         113,962   

Wolters Kluwer N.V.

     6,858         248,011   
       

 

 

 
                463,413   
Norway – 2.6%        

Statoil ASA

     9,651         175,854   

Telenor ASA

     12,444         185,535   
       

 

 

 
                361,389   
Philippines – 0.3%        

Alliance Global Group, Inc.

     164,100         42,188   
       

 

 

 
                42,188   
Spain – 0.9%        

Red Electrica Corp. S.A.

     6,957         131,184   
       

 

 

 
                131,184   
Sweden – 3.5%        

Assa Abloy AB, Class B

     14,436         267,788   

Swedbank AB, Class A

     9,370         226,466   
       

 

 

 
                494,254   
Switzerland – 3.7%        

Novartis AG (Reg S)

     7,274         529,101   
       

 

 

 
                529,101   
Taiwan – 2.2%        

Taiwan Semiconductor Manufacturing Co. Ltd., ADR

     10,802         310,557   
       

 

 

 
                310,557   
Turkey – 0.6%        

Turkiye Garanti Bankasi A/S

     39,774         85,986   
       

 

 

 
                85,986   
United Kingdom – 25.3%        

Aon PLC

     2,544         283,732   

BHP Billiton PLC

     19,957         315,541   

British American Tobacco PLC

     6,866         389,844   

Diageo PLC

     6,014         155,589   

Direct Line Insurance Group PLC

     21,705         98,438   
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

December 31, 2016    Shares      Value  
United Kingdom (continued)        

Howden Joinery Group PLC

     20,375       $ 95,873   

Informa PLC

     17,772         148,835   

Provident Financial PLC

     3,804         133,738   

Prudential PLC

     22,563         450,045   

RELX PLC

     14,449         256,962   

Royal Dutch Shell PLC, Class A

     14,069         387,667   

Shire PLC

     6,478         367,084   

Unilever PLC

     4,449         179,963   

Wolseley PLC

     5,084         310,603   
       

 

 

 
                3,573,914   
Total Common Stocks
(Cost $13,537,115)
         13,209,923   
December 31, 2016    Principal
Amount
     Value  
Short–Term Investment – 8.2%   
Repurchase Agreements – 8.2%   
   

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $1,156,004, due 1/3/2017(2)

   $ 1,156,000       $ 1,156,000   
Total Repurchase Agreements
(Cost $1,156,000)
         1,156,000   
Total Investments – 101.9%
(Cost $14,693,115)
         14,365,923   
Liabilities in excess of other assets – (1.9)%         (266,182
Total Net Assets – 100.0%             $ 14,099,741   

 

(1)  Non-income-producing security.
(2)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%        2/15/2020      $ 1,095,000      $ 1,179,570   

Legend:

ADR — American Depositary Receipt

 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                Valuation Inputs                                    
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks                                            
Australia      $         $ 207,560      $         $ 207,560   
Belgium                  477,981                  477,981   
Bermuda        187,106                               187,106   
Brazil                  150,690                  150,690   
Canada        806,783                               806,783   
Denmark                  153,357                  153,357   
Finland                  327,017                  327,017   
France                  1,333,290                  1,333,290   
Germany                  334,024                  334,024   
Ireland        155,114           153,527                  308,641   
Israel        252,807                               252,807   
Italy                  106,813                  106,813   
Japan                  2,479,882                  2,479,882   
Luxembourg                  91,986                  91,986   
Netherlands                  463,413                  463,413   
Norway                  361,389                  361,389   
Philippines                  42,188                  42,188   
Spain                  131,184                  131,184   
Sweden                  494,254                  494,254   
Switzerland                  529,101                  529,101   
Taiwan        310,557                               310,557   
Turkey                  85,986                  85,986   
United Kingdom        283,732           3,290,182                  3,573,914   
Repurchase Agreements                  1,156,000                     1,156,000   
Total      $ 1,996,099         $ 12,369,824         $         $ 14,365,923   

 

* Consists of certain foreign securities whose values were determined by a pricing service using pricing models (See Note 2a in Notes to Financial Statements). These investments in securities were classified as Level 2 rather than Level 1.

 

The accompanying notes are an integral part of these financial statements.     7


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $     14,365,923  

Cash

    599  

Foreign currency, at value

    52,922  

Receivable for fund shares subscribed

    51,173  

Reimbursement receivable from adviser

    23,155  

Due from custodian

    16,800  

Receivable for investments sold

    10,389  

Dividends/interest receivable

    5,663  

Foreign tax reclaims receivable

    2,615  

Prepaid expenses

    10,819  
   

 

 

 

Total Assets

    14,540,058  
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    388,074  

Accrued audit fees

    22,000  

Investment advisory fees payable

    8,807  

Distribution fees payable

    2,752  

Accrued expenses and other liabilities

    18,684  
   

 

 

 

Total Liabilities

    440,317  
   

 

 

 

Total Net Assets

  $ 14,099,741  
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 14,475,794  

Accumulated net investment income/(loss)

    15,908  

Accumulated net realized gain/(loss) from investments and foreign currency transactions

    (64,364

Net unrealized appreciation/(depreciation) on investments and translation of assets and liabilities in foreign currencies

    (327,597
   

 

 

 

Total Net Assets

  $ 14,099,741  
   

 

 

 

Investments, at Cost

  $ 14,693,115  
   

 

 

 

Foreign Currency, at Cost

  $ 53,054  
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    1,463,940  

Net Asset Value Per Share

    $9.63  
         

Statement of Operations

For the Period Ended December 31, 20161

      

Investment Income

   

Dividends

  $ 65,596  

Interest

    155  

Withholding taxes on foreign dividends

    (8,048
   

 

 

 

Total Investment Income

    57,703  
   

 

 

 
   

Expenses

   

Investment advisory fees

    30,122  

Professional fees

    35,193  

Trustees’ fees

    31,424  

Distribution fees

    9,413  

Custodian and accounting fees

    9,333  

Transfer agent fees

    9,265  

Shareholder reports

    1,000  

Administrative fees

    377  

Other expenses

    5,501  
   

 

 

 

Total Expenses

    131,628  
   

Less: Fees waived

    (89,833
   

 

 

 

Total Expenses, Net

    41,795  
   

 

 

 

Net Investment Income/(Loss)

    15,908  
   

 

 

 
   

Realized Gain/(Loss) and Change in
Unrealized Appreciation/(Depreciation) on Investments and Foreign Currency Transactions

   

Net realized gain/(loss) from investments

    (64,705

Net realized gain/(loss) from foreign currency transactions

    341  

Net change in unrealized appreciation/(depreciation) on investments

    (327,192

Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies

    (405
   

 

 

 

Net Loss on Investments and Foreign Currency Transactions

    (391,961
   

 

 

 

Net Decrease in Net Assets Resulting From Operations

  $ (376,053
   

 

 

 
         

 

1 Commenced operations on September 1, 2016.
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

Statement of Changes in Net Assets

      
   
     For the
Period Ended
12/31/161
 
    

 

 

Operations

  

Net investment income/(loss)

  $ 15,908   

Net realized gain/(loss) from investments and foreign currency transactions

    (64,364

Net change in unrealized appreciation/(depreciation) on investments and translation of
assets and liabilities in foreign currencies

    (327,597
   

 

 

 

Net Decrease in Net Assets Resulting from Operations

    (376,053
   

 

 

 
 

Capital Share Transactions

  

Proceeds from sales of shares

    14,475,794   
   

 

 

 

Net Increase in Net Assets Resulting from Capital Share Transactions

    14,475,794   
   

 

 

 

Net Increase in Net Assets

    14,099,741   
   

 

 

 
 

Net Assets

  

Beginning of period

      
   

 

 

 

End of period

  $ 14,099,741   
   

 

 

 

Accumulated Net Investment Income Included in Net Assets

  $ 15,908   
   

 

 

 
 

Other Information:

  

Shares

   

Sold

    1,463,940   
   

 

 

 

Net Increase

    1,463,940   
   

 

 

 
         

 

1 Commenced operations on September 1, 2016.

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                                           
      Per Share Operating Performance       
     

Net Asset Value,
Beginning of
Period

     Net Investment
Income2
     Net Realized
and Unrealized
Loss
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return3,4

Period Ended 12/31/161

   $ 10.00       $ 0.01       $ (0.38   $ (0.37   $ 9.63         (3.70 )% 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

 

                                    
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets3,5
    Gross Ratio of
Expenses to
Average Net
Assets3
    Net Ratio of Net
Investment Income
to Average
Net Assets3,5
    Gross Ratio of Net
Investment Loss
to Average
Net Assets3
    Portfolio
Turnover Rate3
 
$ 14,100        1.11%        3.11%        0.42%        (1.58)%        8%   

 

1  Commenced operations on September 1, 2016.

 

2 Calculated based on the average shares outstanding during the period.

 

3 Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

4  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

5  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     11


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian International Value VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks long-term capital appreciation.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services – Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the

closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”). Forward foreign currency contracts, if any, are valued at the mean between the bid and ask rates for the specified time interpolated from rates for proximate time periods. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. In addition, the values of the Fund’s investments in foreign securities are generally determined by a pricing service using pricing models designed to estimate likely changes in the values of those securities. Certain foreign equity instruments are valued by applying international fair value factors provided by approved pricing services. The factors seek to adjust the local closing price for movements of local markets post closing, but prior to the time the NAVs are calculated. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.

 

 

12    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active

listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the period ended December 31, 2016, the Fund did not hold any derivatives.

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Foreign Currency Translation The accounting records of the Fund are maintained in U.S. dollars. Investment securities and all other assets and liabilities of the Fund denominated in a foreign currency are generally translated into U.S. dollars at the exchange rates quoted at the close of the NYSE on each business day. The market value of investment securities and other assets and liabilities are translated at the exchange rate as of the valuation date. Purchases and sales of securities, income receipts, and expense payments are translated into U.S. dollars at the exchange rates in effect on the dates of the respective transactions. The Fund does not isolate the portion of the fluctuations on investments resulting from changes in foreign currency exchange rates from the fluctuations in market prices of investments held. Such fluctuations are included in the Change in net realized and unrealized gain or loss from investments on the Statement of Operations.

Reported realized foreign currency gains and losses arise from the disposition of foreign currency, currency gains or losses realized between the trade and settlement dates on securities transactions, and the difference between the amounts of dividends, interest and foreign withholding taxes recorded on the Fund’s books on the transaction date and the U.S. dollar equivalent of the amounts actually received or paid. These reported realized foreign currency gains and losses, if any, are included in Net realized gain/(loss) on foreign currency transactions on the Statement of Operations. Unrealized foreign currency gains and losses arise from changes (due to changes in exchange rates) in the value of foreign currency and other assets and liabilities denominated in foreign currencies, which are held at period end, if any, and are included in Net change in unrealized appreciation/(depreciation) on translation of assets and liabilities in foreign currencies on the Statement of Operations.

d. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

f. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

g. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.80% of the first $100 million, and 0.75% in excess of $100 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.11% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $89,833.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $89,833.

Park Avenue has entered into a Sub-Advisory Agreement with Lazard Asset Management LLC (“Lazard”). Lazard is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $9,413 to PAS.

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be

treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $14,463,080 and $861,260, respectively, for the period ended December 31, 2016. During the period ended December 31, 2016, there were no purchases or sales of U.S. government securities.

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged

on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of

the Guardian International Value VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian International Value VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting held on August 8-9, 2016, the Trustees received

materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the Subadvisers (or their respective affiliates) from their relationships with the Funds.

 

 

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Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds

or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian

 

 

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Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information

from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The

 

 

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Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee

Independent Trustees

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None

Lisa K. Polsky

(born 1956)

   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None

John Walters**

(born 1962)

   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

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Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee

Interested Trustees

Douglas Dubitsky***

(born 1967)

   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None
Marc Costantini*** (born 1969)    Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year
of Birth
   Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years
Douglas Dubitsky
(born 1967)
   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
Michael Bessel
(born 1962)
   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.
Charles Barresi, Jr.
(born 1967)
   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.
Kristina Fink
(born 1976)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.
Sonya L. Crosswell
(born 1977)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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Table of Contents

SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

24    


Table of Contents

 

 

This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

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The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8172


Table of Contents

Guardian Variable

Products Trust

2016

Annual Report

All Data as of December 31, 2016

Guardian Core Plus Fixed Income VIP Fund

 


 

LOGO

 

Not FDIC insured. May lose value. No bank guarantee.   www.guardianlife.com


Table of Contents

TABLE OF CONTENTS

 

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2016. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


Table of Contents

GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

The Statement of Additional Information provides further information about the investment team, including information regarding their compensation, other accounts they manage, and their ownership interests in the Fund. For information on how to receive a copy of the Statement of Additional Information, please see the back cover of the Prospectus or visit our website at http://prospectuses.guardianlife.com/VPT.

 

FUND COMMENTARY OF LORD, ABBETT & CO. LLC, SUB-ADVISER

Highlights

 

  Guardian Core Plus Fixed Income VIP Fund (the “Fund”) returned -2.70%, outperforming its benchmark, the Bloomberg Barclays U.S. Aggregate Bond Index1 (the “Index”), for the four-month period ended December 31, 2016. The Fund’s outperformance relative to the Index was primarily due to security selection and an overweight to high yield corporate bonds and security selection within investment grade corporates.

 

  The Index returned -3.03% for the period. This decline was largely due to a sell-off in interest rate sensitive products.

Market Overview

In 2016, the fixed income market saw record lows for the 10-year and 30-year Treasuries and higher levels of volatility. In addition, the year was shaped by three major events: Brexit (the U.K.’s decision to leave the European Union), the election of Donald Trump, and the Federal Open Market Committee’s (FOMC) decision to raise short-term interest rates by 0.25% to a range of 0.50-0.75% on December 14, 2016. From the record lows triggered by Brexit on July 8, 2016, to the presidential election on November 8, 2016, we witnessed interest rates move steadily higher; however, following the election, the Treasury market experienced a sharp sell-off. This sharp move in interest rates caused interest rate sensitive products to sell-off during the fourth quarter. Nonetheless, most areas of the U.S. fixed income market ended the year with positive performance, with credit-sensitive sectors performing best.

Portfolio Review

Security selection within the investment grade corporate sector compared to the Index was the largest contributor to relative performance during the period. More specifically, performance was driven by an overweight to ‘BBB’ rated2 securities. Within the investment grade credit spectrum, ‘BBB’ rated securities generated the highest returns. In addition, security selection and an overweight to high yield corporates compared to the Index also contributed to performance during the period. High yield corporates benefited from a continued search for yield and stabilizing energy prices.

Security selection within mortgage-backed securities (MBS) and an overweight to asset-backed securities (ABS) detracted from relative performance. We believe that the ABS sector, however, continues to offer an attractive risk/reward profile, liquidity, diversification, and lower interest rate sensitivity.

Outlook

We remain generally optimistic that the U.S. economy will continue to grow at a moderate pace given expectations for tax cuts, increased infrastructure spending, and deregulation. In our view, these market elements along with a tighter labor market should create the potential for inflationary pressures to build. We view credit-sensitive sectors of the market as representing attractive relative value, although we believe there is the potential for episodes of credit spread widening. Therefore, we believe it is prudent to maintain a higher credit quality bias in order to be well positioned for periods of potential volatility.

 

 

1  The Bloomberg Barclays U.S. Aggregate Bond Index (the “Index”) is generally considered to be representative of U.S. bond market activity. The Index is an unmanaged index that is not available for direct investment. There are no expenses associated with the Index, while there are expenses associated with the Fund.
2  Standard & Poor’s letter rating methodology. An obligation rated ‘BBB’ exhibits adequate protection parameters. However, adverse economic conditions or changing circumstances are more likely to lead to a weakened capacity of the obligor to meet its financial commitment on the obligation.

 

    1


Table of Contents

GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://prospectuses.guardianlife.com/VPT or to obtain a printed copy, call 800-221-3253.

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. Bond funds are subject to interest rate risk, credit risk, and prepayment risk. When interest rates rise, bond prices generally fall, and when interest rates fall, bond prices generally rise. Currently, interest rates are at or near historically low levels. Please keep in mind that in this kind of environment, the risk that bond prices may fall when interest rates rise is potentially greater. Derivative transactions can create leverage and may be highly volatile. It is possible that a derivative transaction will result in a loss greater than the principal amount invested and the Fund may not be able to close out a derivative transaction at a favorable time or price. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. These risks are even greater when investing in emerging markets. The value of a debt security is affected by changes in interest rates and is subject to any credit risk of the issuer or guarantor of the security. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

2    


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GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $24,887,583   

 

 
Bond Sector Allocation2
As of December 31, 2016
LOGO
 
Bond Quality Allocation1
As of December 31, 2016
LOGO

 

    3


Table of Contents

GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

 

       
Top Ten Holdings2
As of December 31, 2016
                             
   
Holding      Coupon Rate        Maturity Date        % of Total
Net Assets
 
U.S. Treasury Notes        2.625%          11/15/2020          13.08%  
U.S. Treasury Notes        0.875%          10/15/2017          12.54%  
FNMA        3.500%          1/1/2047          7.00%  
U.S. Treasury Notes        1.750%          11/30/2021          6.50%  
FNMA        3.000%          1/1/2047          4.85%  
FNMA        4.000%          1/1/2047          4.48%  
U.S. Treasury Notes        1.250%          11/15/2018          3.47%  
U.S. Treasury Bond        2.250%          8/15/2046          2.89%  
FNMA        3.000%          1/1/2032          2.68%  
U.S. Treasury Notes        2.125%          8/15/2021          2.25%  
Total                              59.74%  

 

1 The Bond Quality Allocation chart displays the percentage of fund assets allocated to each rating. Rating agencies’ independent ratings of individual securities are aggregated by Barclays, and market weights are reported using Standard & Poor’s letter rating conventions. Rating methodology uses the middle rating of Moody’s Investors Service, Inc., Standard & Poor’s Ratings Services and Fitch Ratings. When a rating from only two of the rating agencies is available, the lower rating is used. Credit quality ratings assigned by a rating agency are subject to change periodically and are not absolute standards of credit quality. Rating agencies may fail to make timely changes in credit ratings, and an issuer’s current financial condition may be better or worse than a rating indicates. In formulating investment decisions for the Fund, Lord, Abbett & Co. LLC develops its own analysis of the credit quality and risks associated with individual debt instruments, rather than relying exclusively on rating agency ratings.
2 Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. Cash includes short-term investment and net other assets and liabilities.

Fund Performance (unaudited)

 

           
Average Annual Total Returns
As of December 31, 2016
                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception*  
Guardian Core Plus Fixed Income VIP Fund     9/1/2016                         -2.70%  
Bloomberg Barclays U.S. Aggregate Bond Index                               -3.03%  

 

* Since inception returns are not annualized and represent cumulative total returns.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 800-221-3253 and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs, including, as applicable, sales charges (loads) on purchase payments; redemption fees; and exchange fees; and (2) ongoing costs, including, as applicable, investment advisory fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from September 1, 2016 (commencement of operations), to December 31, 2016. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

This section of the table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the section under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Expenses based on hypothetical 5% return for comparison purposes

This section of the table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund with the cost of investing in other mutual funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges (loads), redemption fees, or exchange fees. Therefore the second section is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. If these transactional costs were included, your costs would have been higher. Charges and expenses at the insurance company separate account level are not reflected in the table.

 

 

    

Beginning
Account Value

7/1/16

 

Ending

Account Value
12/31/16

   

Expenses Paid

During Period

7/1/16-12/31/16

   

Expense Ratio

During Period

7/1/16-12/31/16

 
Based on Actual Return*   $1,000.00     $973.00        $2.66        0.81%   
Based on Hypothetical Return (5% Return Before Expenses)**   $1,000.00     $1,021.06        $4.12        0.81%   

 

* Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 122/366 (to reflect the period from September 1, 2016 (commencement of operations) through December 31, 2016).
** Expenses (hypothetical expenses if the Fund had been in existence from 7/1/2016) are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

 

    5


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SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2016    Principal
Amount
     Value  
Agency Mortgage-Backed Securities – 22.4%   

FHLMC

       

0.75% due 4/9/2018

   $     542,000       $ 540,000   

0.875% due 3/7/2018

     300,000         299,611   

FNMA

       

3.00% due 1/1/2032(1)

     650,000         667,012   

3.00% due 1/1/2047(1)

     1,215,000         1,206,998   

3.50% due 1/1/2047(1)

     1,700,000         1,742,367   

4.00% due 1/1/2047(1)

     1,060,000         1,114,387   
                   
Total Agency Mortgage-Backed Securities
(Cost $5,570,195)
         5,570,375   
Asset-Backed Securities – 19.1%   

Ally Master Owner Trust

       

2014-4 A2
1.43% due 6/17/2019

     62,000         62,037   

2014-5 A2
1.60% due 10/15/2019

     22,000         22,034   

2015-3 A
1.63% due 5/15/2020

     41,000         40,950   

American Express Credit Account Master Trust
2014-3 A
1.49% due 4/15/2020

     100,000         100,227   

AmeriCredit Automobile Receivables Trust

       

2014-1 B
1.68% due 7/8/2019

     87,000         87,115   

2014-1 C
2.15% due 3/9/2020

     40,000         40,226   

2016-4 A2A
1.34% due 4/8/2020

     20,000         19,990   

Ares XXXIII CLO Ltd.
2015-1A A1R
2.313% due 12/5/2025(2)(3)

     250,000         249,875   

Ascentium Equipment Receivables Trust

       

2016-2A A2
1.46% due 4/10/2019(2)

     13,000         12,968   

2016-2A A3
1.65% due 5/10/2022(2)

     14,000         13,949   

2016-2A B
2.50% due 9/12/2022(2)

     9,000         8,954   

Avis Budget Rental Car Funding AESOP LLC

       

2013-2A A
2.97% due 2/20/2020(2)

     100,000         101,035   

2014-1A A
2.46% due 7/20/2020(2)

     100,000         99,759   

BlueMountain CLO Ltd.
2014-4A A1R
2.232% due 11/30/2026(2)(3)

     250,000         249,875   

California Republic Auto Receivables Trust

       

2015-2 B
2.53% due 6/15/2021

     87,000         86,219   

2015-3 A4
2.13% due 5/17/2021

     34,000         34,166   

2015-4 A4
2.58% due 6/15/2021(2)

     97,000         97,873   
                   
December 31, 2016    Principal
Amount
     Value  
Asset-Backed Securities (continued)   

2016-1 A2
1.50% due 12/17/2018

   $     105,917       $     106,003   

2016-1 A4
2.24% due 10/15/2021

     57,000         57,304   

2016-2 A4
1.83% due 12/15/2021

     84,000         83,475   

Capital One Multi-Asset Execution Trust
2016-A1 A1
1.154% due 2/15/2022(3)

     83,000         83,337   

CarMax Auto Owner Trust

       

2013-4 A3
0.80% due 7/16/2018

     3,214         3,213   

2015-2 A4
1.80% due 3/15/2021

     40,000         39,992   

2016-3 A4
1.60% due 1/18/2022

     50,000         49,312   

2016-4 A2
1.21% due 11/15/2019

     17,000         16,966   

2016-4 A3
1.40% due 8/15/2021

     8,000         7,914   

2016-4 A4
1.60% due 6/15/2022

     10,000         9,820   

Chrysler Capital Auto Receivables Trust

       

2014-BA D
3.44% due 8/16/2021(2)

     17,000         17,213   

2016-AA C
3.25% due 6/15/2022(2)

     6,000         5,983   

CNH Equipment Trust

       

2015-A A4
1.85% due 4/15/2021

     65,000         65,218   

2015-B A4
1.89% due 4/15/2022

     45,000         45,075   

2016-A A4
1.79% due 9/15/2021

     115,000         114,125   

Discover Card Execution Note Trust

       

2014-A5 A
1.39% due 4/15/2020

     200,000         200,297   

2016-A4 A4
1.39% due 3/15/2022

     100,000         98,859   

Drive Auto Receivables Trust

       

2015-AA B
2.28% due 6/17/2019(2)

     61,044         61,130   

2015-BA B
2.12% due 6/17/2019(2)

     43,754         43,801   

2015-BA C
2.76% due 7/15/2021(2)

     117,000         117,745   

2016-BA A3
1.67% due 7/15/2019(2)

     47,000         47,039   

2016-CA B
2.37% due 11/16/2020(2)

     14,000         13,794   

2016-CA C
3.02% due 11/15/2021(2)

     37,000         36,671   

2016-CA D
4.18% due 3/15/2024(2)

     9,000         8,999   

First Investors Auto Owner Trust
2016-2A A1
1.53% due 11/16/2020(2)

     23,780         23,704   
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2016    Principal
Amount
     Value  
Asset-Backed Securities (continued)   

Ford Credit Auto Owner Trust

       

2014-C A3
1.06% due 5/15/2019

   $     89,886       $ 89,833   

2016-C A2A
1.04% due 9/15/2019

     35,000         34,925   

2016-C B
1.73% due 3/15/2022

     17,000         16,779   

2016-C C
1.93% due 4/15/2023

     10,000         9,828   

Ford Credit Floorplan Master Owner Trust A
2016-1 A1
1.76% due 2/15/2021

     99,000         98,743   

Honda Auto Receivables Owner Trust

       

2014-4 A3
0.99% due 9/17/2018

     24,323         24,305   

2015-1 A3
1.05% due 10/15/2018

     96,835         96,779   

2016-4 A2
1.04% due 4/18/2019

     34,000         33,919   

Huntington Auto Trust
2016-1 A3
1.59% due 11/16/2020

     44,000         43,938   

Hyundai Auto Receivables Trust
2016-B C
2.19% due 11/15/2022

     41,000         40,878   

LCM XXII Ltd.
22A A1
2.336% due 10/20/2028(2)(3)

     250,000         250,429   

Leaf Receivables Funding 11 LLC
2016-1 A1
1.00% due 6/15/2017(2)

     79,787         79,730   

Mercedes-Benz Auto Receivables Trust

       

2015-1 A3
1.34% due 12/16/2019

     135,000         134,957   

2016-1 A2A
1.11% due 3/15/2019

     65,000         64,983   

NextGear Floorplan Master Owner Trust
2015-1A A
1.80% due 7/15/2019(2)

     195,000         195,025   

OSCAR U.S. Funding Trust V
2016-2A A2A
2.31% due 11/15/2019(2)

     50,000         50,061   

Santander Drive Auto Receivables Trust

       

2014-2 C
2.33% due 11/15/2019

     87,000         87,435   

2015-4 C
2.97% due 3/15/2021

     29,000         29,278   

2016-3 A2
1.34% due 11/15/2019

     22,000         22,005   

2016-3 B
1.89% due 6/15/2021

     12,000         11,934   

SunTrust Auto Receivables Trust
2015-1A A3
1.42% due 9/16/2019(2)

     96,000         95,988   
                   
December 31, 2016    Principal
Amount
     Value  
Asset-Backed Securities (continued)   

Synchrony Credit Card Master Note Trust

       

2014-1 A
1.61% due 11/15/2020

   $     100,000       $ 100,188   

2016-2 B
2.55% due 5/15/2024

     101,000         102,799   

TCF Auto Receivables Owner Trust

       

2016-1A A2
1.39% due 11/15/2019(2)

     41,000         40,948   

2016-1A B
2.32% due 6/15/2022(2)

     69,000         67,692   

2016-PT1A B
2.92% due 10/17/2022(2)

     23,000         22,915   

Wells Fargo Dealer Floorplan Master Note Trust

       

2012-2 A
1.489% due 4/22/2019(3)

     105,000         105,121   

2014-1 A
1.119% due 7/20/2019(3)

     70,000         70,007   

Westlake Automobile Receivables Trust
2016-3A B
2.07% due 12/15/2021(2)

     10,000         9,930   

World Financial Network Credit Card Master Trust
2015-C A
1.26% due 3/15/2021

     42,000         42,025   
                   
Total Asset-Backed Securities
(Cost $4,773,062)
         4,757,618   
Corporate Bonds & Notes – 24.9%   
Aerospace & Defense – 0.1%   

Embraer S.A.
5.15% due 6/15/2022

     15,000         15,573   
       

 

 

 
                15,573   
Agriculture – 0.1%   

Reynolds American, Inc.
5.70% due 8/15/2035

     15,000         17,230   
       

 

 

 
                17,230   
Airlines – 0.0%   

Air Canada
7.75% due 4/15/2021(2)

     10,000         11,175   
       

 

 

 
                11,175   
Auto Manufacturers – 0.7%        

Ford Motor Co.
7.45% due 7/16/2031

     60,000         75,303   

General Motors Co.
6.60% due 4/1/2036

     80,000         91,440   
       

 

 

 
                166,743   
Auto Parts & Equipment – 0.1%   

MPG Holdco I, Inc.
7.375% due 10/15/2022

     15,000         15,675   
       

 

 

 
                15,675   
 

 

The accompanying notes are an integral part of these financial statements.     7


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2016    Principal
Amount
     Value  
Beverages – 0.6%   

Anheuser-Busch InBev Finance, Inc.
4.70% due 2/1/2036

   $     135,000       $ 142,002   
       

 

 

 
                142,002   
Biotechnology – 0.4%   

Amgen, Inc.
4.95% due 10/1/2041

     85,000         88,196   
       

 

 

 
                88,196   
Building Materials – 0.3%   

Standard Industries, Inc.
6.00% due 10/15/2025(2)

     75,000         78,938   
       

 

 

 
                78,938   
Chemicals – 0.4%        

Blue Cube Spinco, Inc.
10.00% due 10/15/2025

     50,000         60,375   

GCP Applied Technologies, Inc.
9.50% due 2/1/2023(2)

     10,000         11,475   

The Chemours Co.
7.00% due 5/15/2025

     12,000         11,820   

Valvoline, Inc.
5.50% due 7/15/2024(2)

     25,000         25,875   
       

 

 

 
                109,545   
Commercial Banks – 4.3%   

Bank of America Corp.
4.25% due 10/22/2026

     110,000         111,332   

Citigroup, Inc.

       

4.45% due 9/29/2027

     49,000         49,777   

5.50% due 9/13/2025

     55,000         60,446   

JPMorgan Chase & Co.

       

2.112% due 10/24/2023(3)

     53,000         54,058   

4.25% due 10/1/2027

     100,000         102,743   

Morgan Stanley

       

3.125% due 7/27/2026

     43,000         41,081   

3.875% due 1/27/2026

     17,000         17,172   

4.00% due 7/23/2025

     65,000         66,626   

Popular, Inc.
7.00% due 7/1/2019

     25,000         25,781   

Santander U.K. PLC
7.95% due 10/26/2029

     72,000         83,909   

The Goldman Sachs Group, Inc.
6.25% due 2/1/2041

     120,000         148,748   

The Toronto-Dominion Bank
3.625% due 9/15/2031(3)

     48,000         46,888   

Wells Fargo & Co.

       

3.00% due 10/23/2026

     58,000         55,239   

4.10% due 6/3/2026

     150,000         151,978   

Westpac Banking Corp.
4.322% due 11/23/2031(3)

     51,000         51,162   
       

 

 

 
                1,066,940   
Computers – 0.3%        

Diamond 1 Finance Corp. / Diamond 2 Finance Corp.
6.02% due 6/15/2026(2)

     75,000         81,247   
       

 

 

 
                81,247   
December 31, 2016    Principal
Amount
     Value  
Cosmetics & Personal Care – 0.0%   

Revlon Consumer Products Corp.
6.25% due 8/1/2024

   $     8,000       $ 8,200   
       

 

 

 
                8,200   
Diversified Financial Services – 1.1%   

Affiliated Managers Group, Inc.
4.25% due 2/15/2024

     25,000         25,131   

CME Group, Inc.
5.30% due 9/15/2043

     75,000         87,862   

Nationstar Mortgage LLC / Nationstar Capital Corp.
6.50% due 7/1/2021

     20,000         20,250   

Navient Corp.
6.625% due 7/26/2021

     30,000         31,725   

Neuberger Berman Group LLC / Neuberger Berman Finance Corp.
5.875% due 3/15/2022(2)

     30,000         31,012   

OM Asset Management PLC
4.80% due 7/27/2026

     25,000         23,687   

Scottrade Financial Services, Inc.
6.125% due 7/11/2021(2)

     40,000         45,225   
       

 

 

 
                264,892   
Electric – 1.5%        

Appalachian Power Co.
7.00% due 4/1/2038

     45,000         59,343   

Berkshire Hathaway Energy Co.
6.50% due 9/15/2037

     37,000         48,162   

Dominion Resources, Inc.
7.00% due 6/15/2038

     55,000         70,243   

Exelon Generation Co. LLC
5.60% due 6/15/2042

     70,000         64,810   

Georgia Power Co.
4.75% due 9/1/2040

     80,000         83,980   

ITC Holdings Corp.
3.25% due 6/30/2026

     35,000         34,001   

Massachusetts Electric Co.
4.004% due 8/15/2046(2)

     25,000         24,003   
       

 

 

 
                384,542   
Entertainment – 0.2%   

AMC Entertainment Holdings, Inc.
5.75% due 6/15/2025

     22,000         22,495   

Eldorado Resorts, Inc.
7.00% due 8/1/2023

     15,000         15,900   

Mohegan Tribal Gaming Authority
7.875% due 10/15/2024(2)

     18,000         18,360   
       

 

 

 
                56,755   
Food – 0.3%   

Arcor SAIC
6.00% due 7/6/2023(2)

     13,000         13,552   

Kraft Heinz Foods Co.
6.875% due 1/26/2039

     45,000         56,536   
       

 

 

 
                70,088   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2016    Principal
Amount
     Value  
Healthcare-Services – 0.3%   

Acadia Healthcare Co., Inc.
5.625% due 2/15/2023

   $     35,000       $ 35,000   

HCA, Inc.
7.50% due 11/6/2033

     10,000         10,600   

MPH Acquisition Holdings LLC
7.125% due 6/1/2024(2)

     20,000         21,052   

Surgical Care Affiliates, Inc.
6.00% due 4/1/2023(2)

     10,000         10,325   
       

 

 

 
                76,977   
Household Products & Wares – 0.5%   

Central Garden & Pet Co.
6.125% due 11/15/2023

     25,000         26,375   

Kimberly-Clark de Mexico S.A.B. de C.V.
3.80% due 4/8/2024(2)

     100,000         98,726   
       

 

 

 
                125,101   
Insurance – 0.3%   

Lincoln National Corp.
6.30% due 10/9/2037

     5,000         5,889   

Teachers Insurance & Annuity Association of America
4.90% due 9/15/2044(2)

     53,000         57,333   
       

 

 

 
         63,222   
Internet – 0.6%   

Amazon.com, Inc.
4.80% due 12/5/2034

     99,000         108,965   

Netflix, Inc.
4.375% due 11/15/2026(2)

     30,000         29,100   
       

 

 

 
                138,065   
Leisure Time – 0.3%   

Carnival PLC
7.875% due 6/1/2027

     30,000         37,983   

Royal Caribbean Cruises Ltd.
7.50% due 10/15/2027

     30,000         35,400   
       

 

 

 
         73,383   
Machinery-Diversified – 0.0%   

SPX FLOW, Inc.
5.625% due 8/15/2024(2)

     12,000         12,090   
       

 

 

 
                12,090   
Media – 1.8%        

21st Century Fox America, Inc.
6.90% due 8/15/2039

     60,000         75,345   

CCO Holdings LLC / CCO Holdings Capital Corp.
5.75% due 2/15/2026(2)

     20,000         20,700   

Comcast Corp.
6.95% due 8/15/2037

     60,000         81,835   

Cox Communications, Inc.
8.375% due 3/1/2039(2)

     30,000         37,413   

Discovery Communications LLC
6.35% due 6/1/2040

     40,000         42,476   

DISH DBS Corp.
7.75% due 7/1/2026

     29,000         32,697   
                   
December 31, 2016    Principal
Amount
     Value  
Media (continued)        

Grupo Televisa S.A.B.
6.625% due 1/15/2040

   $     16,000       $ 16,766   

Time Warner Cable LLC
7.30% due 7/1/2038

     44,000         54,126   

Time Warner Entertainment Co. LP
8.375% due 7/15/2033

     18,000         23,584   

Univision Communications, Inc.
5.125% due 2/15/2025(2)

     25,000         23,906   

Viacom, Inc.
4.85% due 12/15/2034

     30,000         26,744   
       

 

 

 
                435,592   
Metal Fabricate & Hardware – 0.0%   

Grinding Media, Inc. / MC Grinding Media Canada, Inc.
7.375% due 12/15/2023(2)

     9,000         9,455   
       

 

 

 
                9,455   
Mining – 1.0%        

Aleris International, Inc.
9.50% due 4/1/2021(2)

     9,000         9,653   

Barrick PD Australia Finance Pty. Ltd.
5.95% due 10/15/2039

     15,000         15,864   

Coeur Mining, Inc.
7.875% due 2/1/2021

     6,000         6,225   

Freeport-McMoRan, Inc.
3.875% due 3/15/2023

     34,000         31,195   

Glencore Finance Canada Ltd.
6.00% due 11/15/2041(2)

     50,000         49,500   

Goldcorp, Inc.
5.45% due 6/9/2044

     20,000         19,618   

HudBay Minerals, Inc.

       

7.25% due 1/15/2023(2)

     3,000         3,105   

7.625% due 1/15/2025(2)

     5,000         5,197   

New Gold, Inc.
6.25% due 11/15/2022(2)

     41,000         42,025   

Teck Resources Ltd.
4.50% due 1/15/2021

     55,000         55,275   
       

 

 

 
                237,657   
Miscellaneous Manufacturing – 0.6%   

Gates Global LLC / Gates Global Co.
6.00% due 7/15/2022(2)

     25,000         24,450   

General Electric Co.
6.75% due 3/15/2032

     75,000         99,835   

Trinity Industries, Inc.
4.55% due 10/1/2024

     25,000         24,037   
       

 

 

 
                148,322   
Oil & Gas – 1.4%        

Carrizo Oil & Gas, Inc.
6.25% due 4/15/2023

     10,000         10,250   

EP Energy LLC / Everest Acquisition Finance, Inc.
8.00% due 11/29/2024(2)

     38,000         40,838   
                   
 

 

The accompanying notes are an integral part of these financial statements.     9


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2016    Principal
Amount
     Value  
Oil & Gas (continued)        

Helmerich & Payne International Drilling Co.
4.65% due 3/15/2025

   $     15,000       $ 15,499   

Kerr-McGee Corp.
7.875% due 9/15/2031

     40,000         51,221   

Murphy Oil Corp.
6.875% due 8/15/2024

     14,000         14,910   

Noble Holding International Ltd.
7.75% due 1/15/2024

     36,000         33,862   

Petrobras Global Finance B.V.
4.375% due 5/20/2023

     18,000         15,727   

Petroleos Mexicanos
4.50% due 1/23/2026

     32,000         29,152   

Precision Drilling Corp.
7.75% due 12/15/2023(2)

     8,000         8,440   

Shell International Finance B.V.
6.375% due 12/15/2038

     55,000         70,927   

Valero Energy Corp.
10.50% due 3/15/2039

     25,000         38,234   

YPF S.A.
8.50% due 7/28/2025(2)

     28,000         28,392   
       

 

 

 
                357,452   
Oil & Gas Services – 1.2%        

FTS International, Inc.
8.463% due 6/15/2020(2)(3)

     25,000         25,000   

Halliburton Co.
6.70% due 9/15/2038

     45,000         56,075   

National Oilwell Varco, Inc.
2.60% due 12/1/2022

     50,000         46,337   

Oceaneering International, Inc.
4.65% due 11/15/2024

     50,000         49,318   

Schlumberger Investment S.A.
3.65% due 12/1/2023

     35,000         36,662   

Transocean Proteus Ltd.
6.25% due 12/1/2024(2)

     20,000         20,187   

Trinidad Drilling Ltd.
7.875% due 1/15/2019(2)

     25,000         24,937   

Weatherford International Ltd.
9.875% due 3/1/2039

     35,000         34,650   
       

 

 

 
                293,166   
Pharmaceuticals – 0.2%        

Mylan N.V.
3.95% due 6/15/2026(2)

     55,000         51,472   
       

 

 

 
                51,472   
Pipelines – 1.7%        

Enbridge Energy Partners LP
9.875% due 3/1/2019

     40,000         45,462   

Energy Transfer Partners LP
6.625% due 10/15/2036

     75,000         81,268   

Gulfstream Natural Gas System LLC
4.60% due 9/15/2025(2)

     50,000         51,803   

Kinder Morgan, Inc.
7.75% due 1/15/2032

     85,000         104,164   
                   
December 31, 2016    Principal
Amount
     Value  
Pipelines (continued)        

Ruby Pipeline LLC
6.00% due 4/1/2022(2)

   $     35,000       $ 35,925   

Tesoro Logistics LP / Tesoro Logistics Finance Corp.
5.25% due 1/15/2025

     8,000         8,170   

The Williams Companies, Inc.
8.75% due 3/15/2032

     45,000         54,337   

TransCanada PipeLines Ltd.
7.625% due 1/15/2039

     25,000         35,791   
       

 

 

 
                416,920   
Real Estate – 0.0%        

CBRE Services, Inc.
4.875% due 3/1/2026

     10,000         9,964   
       

 

 

 
                9,964   
Real Estate Investment Trusts – 2.5%   

AvalonBay Communities, Inc.
3.45% due 6/1/2025

     100,000         100,115   

Boston Properties LP
3.85% due 2/1/2023

     110,000         112,867   

Communications Sales & Leasing, Inc. / CSL Capital LLC
8.25% due 10/15/2023

     30,000         31,800   

EPR Properties

       

4.75% due 12/15/2026

     55,000         54,463   

5.25% due 7/15/2023

     50,000         51,967   

Equinix, Inc.
5.875% due 1/15/2026

     50,000         52,625   

ERP Operating LP
3.375% due 6/1/2025

     85,000         84,390   

Kilroy Realty LP
6.625% due 6/1/2020

     10,000         11,182   

MGM Growth Properties Operating Partnership LP / MGP Finance Co-Issuer, Inc.
5.625% due 5/1/2024(2)

     15,000         15,713   

VEREIT Operating Partnership LP
3.00% due 2/6/2019

     110,000         109,725   
       

 

 

 
                624,847   
Retail – 0.2%        

New Albertsons, Inc.
7.45% due 8/1/2029

     15,000         14,175   

PetSmart, Inc.
7.125% due 3/15/2023(2)

     15,000         15,300   

Tops Holding LLC / Tops Markets II Corp.
8.00% due 6/15/2022(2)

     25,000         21,500   
       

 

 

 
                50,975   
Semiconductors – 0.3%        

QUALCOMM, Inc.
4.65% due 5/20/2035

     77,000         81,398   
       

 

 

 
                81,398   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2016    Principal
Amount
     Value  
Telecommunications – 1.4%        

AT&T, Inc.

       

6.00% due 8/15/2040

   $     120,000       $ 131,893   

6.50% due 9/1/2037

     15,000         17,641   

Sprint Corp.
7.125% due 6/15/2024

     42,000         43,260   

T-Mobile U.S.A., Inc.
6.50% due 1/15/2026

     50,000         54,062   

Verizon Communications, Inc.
4.272% due 1/15/2036

     95,000         90,927   
       

 

 

 
                337,783   
Transportation – 0.1%   

Florida East Coast Holdings Corp.
6.75% due 5/1/2019(2)

     25,000         25,875   

XPO Logistics, Inc.
6.125% due 9/1/2023(2)

     8,000         8,360   
       

 

 

 
                34,235   
Water – 0.1%        

Aquarion Co.
4.00% due 8/15/2024(2)

     35,000         34,956   
       

 

 

 
                34,956   
Total Corporate Bonds & Notes
(Cost $6,403,116)
         6,190,773   
Non-Agency Mortgage-Backed Securities – 2.8%   

Citigroup Commercial Mortgage Trust
2016-GC36 D
2.85% due 2/10/2049(2)

     135,000         92,060   

Commercial Mortgage Pass-Through Certificates
2012-CR3 B
3.922% due 10/15/2045(2)

     100,000         103,542   

Commercial Mortgage Trust

       

2015-LC23 C
4.646% due 10/10/2053(3)

     58,000         56,908   

2015-PC1 B
4.591% due 7/10/2050(3)

     100,000         98,571   

2016-SAVA A
2.424% due 10/15/2034(2)(3)

     100,000         100,471   

GS Mortgage Securities Trust
2014-GC26 D
4.511% due 11/10/2047(2)(3)

     65,000         52,415   

JPMBB Commercial Mortgage Securities Trust
2014-C26 D
3.926% due 1/15/2048(2)(3)

     65,000         51,830   

Morgan Stanley Capital Barclays Bank Trust

       

2016-MART C
2.817% due 9/13/2031(2)

     100,000         97,632   

2016-MART XCP
0.316% due 9/13/2031(2)(3)(4)

     5,633,000         32,271   
                   
December 31, 2016    Principal
Amount
     Value  
Non-Agency Mortgage-Backed Securities (continued)   

Wells Fargo Commercial Mortgage Trust
2016-C35 C
4.176% due 7/15/2048(3)

     $     11,000       $ 10,385   
                   
Total Non-Agency Mortgage-Backed Securities
(Cost $716,370)
          696,085   
Foreign Government – 0.8%   

Hungary Government International Bond
5.375% due 3/25/2024

   USD     18,000         19,620   

Mexico Government International Bond
4.00% due 10/2/2023

   USD     90,000         90,216   

Panama Government International Bond
6.70% due 1/26/2036

   USD     28,000         33,978   

Peruvian Government International Bond
4.125% due 8/25/2027

   USD     27,000         28,046   

Romanian Government International Bond
6.125% due 1/22/2044(2)

   USD     8,000         9,338   

Uruguay Government International Bond

       

4.50% due 8/14/2024

   USD     18,000         18,765   

7.875% due 1/15/2033(5)

   USD     3,000         3,777   
                   
Total Foreign Government
(Cost $222,315)
         203,740   
U.S. Government Securities – 45.2%   

U.S. Treasury Bond
2.25% due 8/15/2046

     855,000         718,901   

U.S. Treasury Inflation Indexed Note (TIPS) 0.625% due 1/15/2026

     107,833         108,780   

U.S. Treasury Notes

       

0.875% due 10/15/2017

     3,120,000         3,120,487   

1.25% due 11/15/2018

     862,000         863,313   

1.25% due 10/31/2021

     426,000         413,087   

1.75% due 10/31/2020

     129,000         129,257   

1.75% due 11/30/2021

     1,631,000         1,618,831   

2.00% due 12/31/2021(6)

     100,000         100,367   

2.00% due 11/15/2026

     366,000         352,146   

2.125% due 8/15/2021

     555,000         560,268   

2.625% due 11/15/2020

     3,150,000         3,255,821   
                   
Total U.S. Government Securities
(Cost $11,356,061)
         11,241,258   
 

 

The accompanying notes are an integral part of these financial statements.     11


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2016    Principal
Amount
     Value  
Short–Term Investment – 4.4%  
Repurchase Agreements – 4.4%  

Fixed Income Clearing Corp., 0.03%, dated 12/30/2016, proceeds at maturity value of $1,105,004, due 1/3/2017(7)

   $ 1,105,000      $ 1,105,000  
                   
Total Repurchase Agreements
(Cost $1,105,000)
       1,105,000  
Total Investments(8) – 119.6%
(Cost $30,146,119)
       29,764,849  
Liabilities in excess of other assets – (19.6)%        (4,877,266
Total Net Assets – 100.0%      $ 24,887,583  

 

(1)  TBA–To be announced.
(2)  Securities that may be resold in transactions, exempt from registration under Rule 144A under the Securities Act of 1933, as amended, normally to certain qualified buyers. At December 31, 2016, the aggregate market value of these securities amounted to $3,766,234, representing 15.1% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees.
(3)  Variable rate securities, which may include step-up bonds or adjustable rate mortgages. The rate shown is the rate in effect at December 31, 2016.
(4)  Interest only security.
(5)  Payment-in-kind security, for which interest payments may be made in additional principal ranging from 0% to 100% of the full stated interest rate. As of December 31, 2016, interest payments had been made in cash.
(6)  When-issued security.
(7)  The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     3.625%       2/15/2020     $ 1,050,000     $ 1,131,095  

 

(8)  A portion of the securities in the Fund is segregated to cover to be announced securities (TBA).

Legend:

TIPS — Treasury Inflation Protected Security

 

The following is a summary of the inputs used as of December 31, 2016, in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                               Valuation Inputs                                   
Investments in Securities      Level 1        Level 2        Level 3        Total  
Agency Mortgage-Backed Securities      $        $ 5,570,375        $        $ 5,570,375  
Asset-Backed Securities                 4,757,618                   4,757,618  
Corporate Bonds & Notes                 6,190,773                   6,190,773  
Non-Agency Mortgage-Backed Securities                 696,085                   696,085  
Foreign Government                 203,740                   203,740  
U.S. Government Securities                 11,241,258                   11,241,258  
Repurchase Agreements                 1,105,000                   1,105,000  
Total      $     —        $     29,764,849        $     —        $     29,764,849  

 

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


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FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2016

      

Assets

   

Investments, at value

  $ 29,764,849  

Cash

    983  

Dividends/interest receivable

    135,227  

Receivable for fund shares subscribed

    51,154  

Reimbursement receivable from adviser

    43,984  

Prepaid expenses

    21,638  
   

 

 

 

Total Assets

    30,017,835  
   

 

 

 
   

Liabilities

   

Payable for investments purchased

    5,064,005  

Accrued audit fees

    30,500  

Investment advisory fees payable

    8,979  

Distribution fees payable

    4,988  

Accrued expenses and other liabilities

    21,780  
   

 

 

 

Total Liabilities

    5,130,252  
   

 

 

 

Total Net Assets

  $     24,887,583  
   

 

 

 
   

Net Assets Consist of:

   

Paid-in capital

  $ 25,462,657  

Accumulated net investment income/(loss)

    84,720  

Accumulated net realized gain/(loss) from investments

    (278,524

Net unrealized appreciation/(depreciation) on investments

    (381,270
   

 

 

 

Total Net Assets

  $ 24,887,583  
   

 

 

 

Investments, at Cost

  $ 30,146,119  
   

 

 

 
   

Pricing of Shares

   

Shares of Beneficial Interest Outstanding with No Par Value

    2,557,674  

Net Asset Value Per Share

    $9.73  
         

Statement of Operations

For the Period Ended December 31, 20161

      

Investment Income

   

Interest

  $ 143,075  
   

 

 

 

Total Investment Income

    143,075  
   

 

 

 
   

Expenses

   

Investment advisory fees

    32,419  

Trustees’ fees

    60,489  

Professional fees

    55,900  

Distribution fees

    18,011  

Custodian and accounting fees

    12,940  

Insurance expense

    10,333  

Transfer agent fees

    10,130  

Shareholder reports

    2,000  

Administrative fees

    720  

Other expenses

    634  
   

 

 

 

Total Expenses

    203,576  
   

Less: Fees waived

    (145,221
   

 

 

 

Total Expenses, Net

    58,355  
   

 

 

 

Net Investment Income/(Loss)

    84,720  
   

 

 

 
   

Realized Gain/(Loss) and Change in Unrealized Appreciation/(Depreciation) on Investments

   

Net realized gain/(loss) from investments

    (278,524

Net change in unrealized appreciation/(depreciation) on investments

    (381,270
   

 

 

 

Net Loss on Investments

    (659,794
   

 

 

 

Net Decrease in Net Assets Resulting From Operations

  $     (575,074
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.
 

 

The accompanying notes are an integral part of these financial statements.     13


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FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

Statement of Changes in Net Assets

      
   
     For the
Period Ended
12/31/161
 
    

 

 

Operations

   

Net investment income/(loss)

  $ 84,720   

Net realized gain/(loss) from investments

    (278,524

Net change in unrealized appreciation/(depreciation) on investments

    (381,270
   

 

 

 

Net Decrease in Net Assets Resulting from Operations

    (575,074
   

 

 

 
   

Capital Share Transactions

   

Proceeds from sales of shares

    25,462,657   
   

 

 

 

Net Increase in Net Assets Resulting from Capital Share
Transactions

    25,462,657   
   

 

 

 

Net Increase in Net Assets

    24,887,583   
   

 

 

 
   

Net Assets

   

Beginning of period

      
   

 

 

 

End of period

  $ 24,887,583   
   

 

 

 

Accumulated Net Investment Income Included in Net Assets

  $ 84,720   
   

 

 

 
   

Other Information:

   

Shares

   

Sold

    2,557,674   
   

 

 

 

Net Increase

    2,557,674   
   

 

 

 
         

 

1  Commenced operations on September 1, 2016.

 

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


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FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

The Financial Highlights table is intended to help you understand the Fund’s financial performance for the past five years (or, if shorter, the period since inception). Certain information reflects financial results for a single Fund share. The total returns in the table represent the rate that an investor would have earned (or lost) on an investment in the Fund.

 

Financial Highlights

                                           
      Per Share Operating Performance       
     

Net Asset Value,
Beginning of
Period

     Net Investment
Income2
     Net Realized
and Unrealized
Loss
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return3,4

Period Ended 12/31/161

   $ 10.00       $ 0.04       $ (0.31   $ (0.27   $ 9.73         (2.70 )% 

 

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


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FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets3,5
    Gross Ratio of
Expenses to
Average Net
Assets3
    Net Ratio of Net
Investment Income
to Average
Net Assets3,5
    Gross Ratio of Net
Investment Loss
to Average
Net Assets3
    Portfolio
Turnover Rate3
 
$ 24,888        0.81%        2.54%        1.18%        (0.55)%        107%   

 

 

1  Commenced operations on September 1, 2016.

 

2 Calculated based on the average shares outstanding during the period.

 

3 Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. Certain non-recurring fees (i.e., audit fees) are not annualized.

 

4  Total returns do not reflect the effects of charges deducted pursuant to the terms of The Guardian Insurance & Annuity Company, Inc.‘s variable contracts. Inclusion of such charges would reduce the total returns for all periods shown.

 

5  Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income to Average Net Assets include the effect of fee waivers and expense limitations.

 

The accompanying notes are an integral part of these financial statements.     17


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

1. Organization

Guardian Variable Products Trust (the “Trust”), a Delaware statutory trust organized on January 12, 2016, is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company. The Trust currently offers eleven funds. Guardian Core Plus Fixed Income VIP Fund (the “Fund”) is a series of the Trust. The Fund is a diversified fund and commenced operations on September 1, 2016. The financial statements for the other remaining series of the Trust are presented in separate reports.

The Fund has authorized an unlimited number of shares of beneficial interest with no par value. Shares are bought and sold at closing net asset value (“NAV”). Shares of the Fund are only sold to certain separate accounts of The Guardian Insurance & Annuity Company, Inc. (“GIAC”) that fund certain variable annuity contracts and variable life insurance policies issued by GIAC. GIAC is a wholly owned subsidiary of The Guardian Life Insurance Company of America (“Guardian Life”).

The Fund seeks income and capital appreciation to produce a high total return.

2. Significant Accounting Policies

The following is a summary of significant accounting policies followed by the Fund in the preparation of its financial statements. The Fund follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification Topic 946 Financial Services – Investment Companies. The following policies are in conformity with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts and disclosures in the financial statements. Actual results could differ from those estimates.

a. Investment Valuations The valuations of debt securities for which quoted bid prices are readily available are valued at the bid price by independent pricing services (each, a “Service”). Debt securities for which quoted bid prices are not readily available are valued by a Service at the evaluated bid price provided by the Service or the bid price provided by an independent broker-dealer or at a calculated price based on the spread to an appropriate benchmark

provided by such broker-dealer. Securities for which market quotations are not readily available or for which market quotations may be considered unreliable or for which a Service or independent broker-dealer does not provide a valuation are valued at their fair values as determined in accordance with guidelines and procedures adopted by the Board of Trustees.

Under the policies and procedures approved by the Board of Trustees, Park Avenue Institutional Advisers LLC (“Park Avenue”), the Fund’s investment adviser, has established a Fair Valuation Committee to assist the Board of Trustees with the oversight and monitoring of the valuation of the Fund’s investments. This includes monitoring the appropriateness of fair values based on results of ongoing valuation oversight, including but not limited to consideration of security specific events, market events and pricing vendor and broker-dealer due diligence. The Fair Valuation Committee oversees and carries out the policies for the valuation of investments held in the Fund. The Fair Valuation Committee is responsible for discussing and assessing the potential impacts to the fair values on an ongoing basis, and at least on a quarterly basis with the Board of Trustees.

Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5b). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”).

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with guidelines and procedures adopted by the Board of Trustees. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

report date and prior to issuance of the report are not reflected herein.

Various inputs are used in determining the valuation of the Fund’s investments. These inputs are summarized in three broad levels listed below.

 

  Level 1 — unadjusted inputs using quoted prices in active markets for identical investments.

 

  Level 2 — other significant observable inputs including but not limited to, quoted prices for similar investments, inputs other than quoted prices that are observable for investments (such as interest rates, prepayment speeds, credit risks, etc.) or other market corroborated inputs.

 

  Level 3 — significant unobservable inputs (including the Fund’s own assumptions in determining the fair value of investments)

Inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, and other factors. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Trust. The Trust considers observable data to be that market data which is readily available, regularly distributed or updated, reliable and verifiable, and provided by independent sources that are actively involved in the relevant market. The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities. Changes in valuation techniques may result in transfers into or out of a financial instrument’s assigned level within the hierarchy.

The FASB requires reporting entities to make disclosures about purchases, sales, issuances and settlements of Level 3 securities on a gross basis.

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the period ended December 31, 2016, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2016 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed equities. Investments that trade in markets that are not considered to be active, but are valued based on quoted market prices, dealer quotations or alternative pricing sources supported by observable inputs are classified within Level 2. These include certain U.S. government and sovereign obligations, most government agency securities, investment-grade corporate bonds, certain mortgage products, state, municipal and provincial obligations, and certain foreign equity securities, including securities whose prices may have been affected by events occurring after the close of trading on their principal exchange or market and, as a result, whose values are determined by a pricing service as described above, or securities whose values are otherwise determined using fair valuation methods approved by the Fund’s Board of Trustees.

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2016, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the period ended

 

 

    19


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2016, the Fund did not hold any derivatives.

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Futures Contracts The Fund may enter into financial futures contracts. In entering into such contracts, the Fund is required to deposit with the counterparty, either in cash or securities, an amount equal to a certain percentage of the face value of the contract. Subsequent payments are received or made by the Fund each day, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss. There were no futures contracts held as of December 31, 2016.

d. Credit Derivatives The Fund may enter into credit derivatives, including credit default swaps on individual obligations or credit indices. The Fund may use these investments (i) as alternatives to direct long or short investment in a particular security or securities, (ii) to adjust the Fund’s asset allocation or risk exposure, or (iii) for hedging purposes. The use by the Fund of credit default swaps may have the effect of creating a short position in a security. Credit derivatives can create investment leverage and may create additional investment risks that may subject the Fund to greater volatility than investments in more traditional securities, as described in the Statement of Additional Information.

The Fund may enter into credit default swap agreements either as a buyer or seller. The Fund may buy protection under a credit default swap to attempt to mitigate the risk of default or credit quality deterioration in one or more individual holdings or in a segment of the fixed income securities market. The Fund may sell protection under a credit default swap in an attempt to gain exposure to an underlying issuer’s credit quality characteristics without investing directly in that issuer.

For swaps entered with an individual counterparty, the Fund bears the risk of loss of the uncollateralized amount expected to be received under a credit default swap agreement in the event of the default or

bankruptcy of the counterparty. Credit default swap agreements are generally valued at a price at which the counterparty to such agreement would terminate the agreement. The Fund may also enter into cleared swaps.

In entering into swap contracts, the Fund is required to deposit with the broker (or for the benefit of the broker), either in cash or securities, an amount equal to a percentage of the notional value of the contract. Subsequent payments are received or made by the Fund each day, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the swap contracts and may realize a loss.

The Fund enters into credit default swaps primarily for asset allocation and risk exposure management. There were no credit default swaps held as of December 31, 2016.

e. Options Transactions The Fund can write (sell) put and call options on securities and indexes to earn premiums, for hedging purposes, for risk management purposes or otherwise as part of its investment strategies. In writing options, the Fund is required to deposit with the broker or counterparty, either in cash or securities, an amount equal to a percentage of the face value of the options. When an option is written, the premium received is recorded as an asset with an equal liability that is subsequently marked to market to reflect the market value of the written option. These liabilities, if any, are reflected as written options, at value, in the Fund’s Statement of Assets and Liabilities. Premiums received from writing options which expire unexercised are recorded on the expiration date as a realized gain. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchased transactions, as a realized loss. If a written call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether there has been a realized gain or loss. If a written put option is exercised, the premium reduces the cost basis of the security. In writing an option, the Fund bears the market risk of an unfavorable change in the price of the security underlying the written option. Exercise of

 

 

20    


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

a written option could result in the Fund purchasing or selling a security at a price different from its current market value. There were no options transactions as of December 31, 2016.

f. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

g. Allocation of Income and Expenses Many of the expenses of the Trust can be directly attributed to a specific series of the Trust. Expenses that cannot be directly attributed to a specific series of the Trust are generally apportioned among all the series in the Trust, based on relative net assets. In calculating net asset value per share for each series of the Trust, investment income, realized and unrealized gains and losses, and expenses other than class-specific expenses are allocated daily to each series based upon the proportion of net assets attributable to each series.

h. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a disregarded entity (“DRE”) for U.S. federal income tax purposes. The Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund in accordance with the current dividend and distribution policy (see Note 4).

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.45% of the first $300 million, and 0.40% in excess of $300 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2018 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.81% of the Fund’s average daily

net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the period ended December 31, 2016, Park Avenue waived fees and/or paid Fund expenses in the amount of $145,221.

Park Avenue is entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. The amount available for potential future recapture by Park Avenue from the Fund under the Expense Limitation Agreement for the period ended December 31, 2016 is $145,221.

Park Avenue has entered into a Sub-Advisory Agreement with Lord, Abbett & Co. LLC (“Lord Abbett”). Lord Abbett is responsible for providing day-to-day investment advisory services to the Fund, subject to the oversight of the Board of Trustees and Park Avenue. Sub-advisory fees are paid by Park Avenue and do not represent a separate or additional expense to the Fund.

b. Compensation of Trustees and Officers Trustees and officers who are interested persons of the Trust, as defined in the 1940 Act, receive no compensation from the Fund for acting as such. Trustees of the Trust who are not interested persons of the Trust receive compensation and reimbursement of expenses from the Trust.

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the period ended December 31, 2016, the Fund paid distribution fees in the amount of $18,011 to PAS.

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

PAS has directed that certain payments under the 12b-1 plan be used to compensate GIAC for shareholder services provided to contract owners.

4. Federal Income Taxes

a. Distributions to Shareholders During the period ended December 31, 2016, the Fund elected to be treated as a DRE for U.S. federal income tax purposes. As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for Federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments and U.S. government agency obligations purchased and the proceeds from U.S. government agency obligations and other investments sold (excluding short-term investments and to be announced (TBA) securities) for the period ended December 31, 2016, were as follows:

 

    

Other

Investments

     U.S. Government and
Agency Obligations
 

Purchases

  $ 14,281,227      $ 27,711,742  
Sales     1,741,554        18,253,973  

b. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller

with which the Fund enters into repurchase agreements.

c. Securities Purchased on a When-Issued or Delayed-Delivery Basis The Fund may purchase securities on a when-issued or delayed-delivery basis, with payment and delivery scheduled for a future date. These transactions are subject to market fluctuations and are subject to the risk that the value at delivery may be more or less than at the trade date purchase price. Although the Fund will generally enter into these transactions with the intention of taking delivery of the securities, it may sell the securities before the settlement date. Assets will be segregated when a fund agrees to purchase on a when-issued or delayed-delivery basis. These transactions may create investment leverage.

d. Restricted and Illiquid Securities A restricted security cannot be resold to the general public without prior registration under the Securities Act of 1933, as amended (except pursuant to an applicable exemption). The values of these securities may be highly volatile. If the security is subsequently registered and resold, the issuer would typically bear the expense of all registrations at no cost to the Fund. Restricted and illiquid securities are valued according to the guidelines and procedures adopted by the Trust’s Board of Trustees and are noted, if any, in the Fund’s Schedule of Investments. At December 31, 2016, the Fund did not hold any restricted or illiquid securities.

e. Below Investment Grade Securities The Fund may invest in below investment grade securities (i.e. lower-quality, “junk” debt), which are subject to various risks. Lower-quality debt is considered to be speculative because it is less certain that the issuer will be able to pay interest or repay the principal than in the case of investment grade debt. These securities can involve a substantially greater risk of default than higher-rated securities, and their values can decline significantly over short periods of time. Lower-quality debt securities tend to be more sensitive to adverse news about their issuers, the market and the economy in general, than higher-quality debt securities. The market for these securities can be less liquid, especially during periods of recession or general market decline.

f. Mortgage- and Asset-Backed Securities The values of some mortgage-related or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

Fund to a lower rate of return upon reinvestment of principal. The values of mortgage- and asset-backed securities depend in part on the credit quality and adequacy of the underlying assets or collateral and may fluctuate in response to the market’s perception of these factors as well as current and future repayment rates. Some mortgage-backed securities are backed by the full faith and credit of the U.S. government (e.g., mortgage-backed securities issued by the Government National Mortgage Association, commonly known as “Ginnie Mae”), while other mortgage-backed securities (e.g., mortgage-backed securities issued by the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation, commonly known as “Fannie Mae” and “Freddie Mac”), are backed only by the credit of the government entity issuing them. In addition, some mortgage-backed securities are issued by private entities and, as such, are not guaranteed by the U.S. government or any agency or instrumentality of the U.S. government.

g. Treasury Inflation Protected Securities Treasury inflation protected securities (“TIPS”) are debt securities issued by the U.S. Treasury whose principal and/or interest payments are adjusted for inflation, unlike debt securities that make fixed principal and interest payments. The interest rate paid by the TIPS is fixed, while the principal value rises or falls based on changes in a published Consumer Price Index (“CPI”). Thus, if inflation occurs, the principal and interest payments on TIPS are adjusted accordingly to protect investors from inflationary loss. During a deflationary period, the principal and interest payments decrease, although the TIPS principal amounts will not drop below their face amounts at maturity. In exchange for the inflation protection, the TIPS generally pay lower interest rates than typical U.S. Treasury securities. Only if inflation occurs will TIPS offer a higher real yield than a conventional Treasury bond of the same maturity.

6. Risk and Concentrations

Foreign securities investments involve special risks and considerations not typically associated with U.S. investments. These risks include, but are not limited to, currency risk; adverse political, regulatory, social, and economic developments; and less reliable information about issuers. Moreover, securities of some foreign issuers may be less liquid and their prices more volatile than those of comparable U.S. issuers.

In its normal course of business, the Fund may invest a significant portion of its assets in companies within a limited number of industries or sectors. As a result, the Fund may be subject to greater risk of loss than that of a fund invested in a wider spectrum of industries or sectors because the stocks of many or all of the companies in the industry, group of industries, sector, or sectors may decline in value due to developments adversely affecting the industry, group of industries, sector, or sectors.

As of December 31, 2016, GIAC owns shares representing 100% of the Fund’s net assets.

7. Temporary Borrowings

Effective December 13, 2016, the Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.35% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 12, 2017. The Fund did not utilize the credit facility during the period ended December 31, 2016.

8. Review for Subsequent Events

Management has evaluated subsequent events through the issuance of the Fund’s financial statements and determined that no material events have occurred that require disclosure.

9. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees and Shareholders of the

Guardian Core Plus Fixed Income VIP Fund

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, as of December 31, 2016, and the related statements of operations and of changes in net assets and the financial highlights, for the period September 1, 2016 (commencement of operations) through December 31, 2016, present fairly, in all material respects, the financial position of the Guardian Core Plus Fixed Income VIP Fund (the “Fund”) as of December 31, 2016, and the results of its operations, the changes in its net assets, and the financial highlights for the period September 1, 2016 (commencement of operations) through December 31, 2016, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities as of December 31, 2016 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

PricewaterhouseCoopers LLP

New York, NY

February 22, 2017

 

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Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s investment advisory and subadvisory agreements be approved initially by the fund’s board of trustees. Section 15(c) also requires that the continuation of these agreements, after an initial term of up to two years, be annually reviewed and approved by the board. Any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on August 8-9, 2016, the Board considered and approved the proposed investment management agreement (the “Management Agreement”) between the Trust, on behalf of each series (the “Funds”), and Park Avenue Institutional Advisers LLC (the “Manager”). The Board also considered and approved the proposed subadvisory agreements (the “Subadvisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and investment advisory firms engaged to serve as subadvisers to the various Funds, namely ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC. (the “Subadvisers”). The Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”) unanimously approved the Agreements for an initial term of two years.

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the Agreements initially, the Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel. In advance of the meeting

held on August 8-9, 2016, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Subadviser to a series of questions and formal requests for information encompassing a wide variety of topics. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to identify and select the Subadvisers, including the engagement by the Manager of an independent third-party service provider to support the Manager’s due diligence process.

At the meeting held on August 8-9, 2016, representatives of the Manager and each Subadviser, along with other service providers, made presentations to the Board and responded to questions about their organizations, the services to be rendered, the fees to be charged and other aspects of the Agreements. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Subadviser.

In reaching its decisions to approve the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the Agreements. The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services to be provided to the Funds by the Manager and the Subadvisers; (ii) the investment performance of accounts managed by each Subadviser with strategies similar to the applicable Fund; (iii) the fees to be charged and estimated profitability; (iv) the extent to which economies of scale may in the future exist for a Fund, and the extent to which a Fund may benefit from future economies of scale; and (v) any other benefits anticipated to be derived by the Manager or the

 

 

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Subadvisers (or their respective affiliates) from their relationships with the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Manager. The Trustees also considered, among other things, the terms of the Management Agreement and the range of investment advisory services to be provided by the Manager. In addition, the Trustees reviewed the range of non-investment advisory services to be provided by the Manager consistent with the terms of the Management Agreement, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

The Trustees considered the Funds’ proposed operation in a “manager-of-managers” structure and reviewed the responsibilities that the Manager would have under this structure, including monitoring and evaluating the performance of the Subadvisers, monitoring the Subadvisers for adherence to the stated investment objectives, strategies, policies and restrictions of the Funds and supervising the Subadvisers with respect to the services that the Subadvisers would provide under the Subadvisory Agreements. The Trustees also considered the process used by the Manager, consistent with this structure, to identify and recommend subadvisers, and its ability to monitor and oversee subadvisers and recommend replacement subadvisers, when necessary, and provide other services under the Management Agreement. The Trustees reviewed information regarding the experience and background of the Manager’s key personnel and the Manager’s organizational structure and resources, including investment, legal and administrative capabilities of the Manager. In this regard, the Trustees recognized that the Funds may benefit from the Manager’s ability to use similar resources and capabilities of its affiliates in providing services to the Funds.

In addition, the Trustees considered information regarding the nature, extent and quality of services to be provided to the Funds by the Subadvisers. The Trustees also considered, among other things, the terms of the Subadvisory Agreements and the range of investment advisory services to be provided by the Subadvisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the

Subadvisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees also considered information regarding funds or accounts managed by the Subadvisers with similar strategies as the applicable Fund, including performance and portfolio characteristics, when available. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that would serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Subadvisers.

Based upon these considerations, the Trustees concluded, within the context of their full deliberations and in light of the Funds’ anticipated operations, that the nature, extent and quality of services to be provided to the Funds by the Manager and each Subadviser were appropriate.

Investment Performance

The Funds had not commenced operations prior to the meeting held on August 8-9, 2016. Accordingly, the Funds did not yet have an investment performance record. The Board considered historical performance information with respect to funds or accounts managed by the Subadvisers with similar investment strategies as the Funds, as well as each Subadviser’s historical performance records compared to relevant benchmarks and peer groups, when available. The Trustees concluded that the historical performance records available, viewed together with the other relevant factors and information considered by the Trustees, supported a decision to approve each Subadvisory Agreement. The Trustees also concluded that it was appropriate to revisit the Funds’ investment performance in connection with future reviews of the Subadvisory Agreements.

Costs and Profitability

The Trustees considered the proposed management fees to be paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed comparative information with respect to the proposed management fees, including the portion of the management fees proposed to be paid to each Subadviser as compared to the portion proposed to be retained by the Manager and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group based on data obtained from Morningstar, Inc., an independent provider of industry data, which

 

 

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showed that the Funds’ proposed management fees fell within the following quartiles: the second quartile for Guardian Diversified Research VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund, and Guardian Core Plus Fixed Income VIP Fund and the third quartile for Guardian Growth & Income VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, and Guardian Mid Cap Traditional Growth VIP Fund.

The Trustees considered the proposed subadvisory fees to be paid under the Subadvisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees to be paid to the Subadvisers would be paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Subadvisers at arm’s-length.

The Trustees also considered the proposed breakpoint schedules relating to the management and subadvisory fees, if applicable, and the rationale for any variations in the asset levels at which breakpoints would be reached with respect to management and subadvisory fees for a Fund.

In addition, the Trustees received comparative information relating to each Fund’s anticipated operating expense ratios and the actual operating expense ratios of a peer group of funds. In this regard, the Trustees considered estimates of the Funds’ projected asset levels and the Manager’s commitment to initially limit each Fund’s operating expenses through an expense limitation agreement with the Trust. Although the Board recognized that the comparisons between the proposed management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the proposed management fees and evaluation of the anticipated operating expenses.

The Trustees reviewed information regarding the Manager’s projected costs of sponsoring the Funds and projected profitability of the Funds to the Manager based on the anticipated assets and expenses of the Funds. The Trustees noted that the information, including with respect to revenues and expenses, contained estimates because the Funds had not yet

commenced operations at the time of the Board meeting. Although the Trustees did not receive specific projected cost and profitability information from certain Subadvisers, the Trustees primarily considered the projected cost and profitability of the Funds with respect to the Manager because the Manager would be responsible for payment of the subadvisory fees and had negotiated the fees with the Subadvisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other relevant information and factors, the Trustees concluded that the proposed management and subadvisory fees were reasonable in light of the nature, extent and quality of services expected to be rendered to the Funds by the Manager and the Subadvisers. The Trustees also concluded that the projected profitability of the Funds to the Manager was acceptable and the Trustees determined it was appropriate to revisit this information in connection with future reviews of the Agreements.

Economies of Scale

The Funds had not commenced operations prior to the Board meeting. As a result, no specific information was available concerning the possible effect that asset growth and economies of scale have on a Fund’s expenses. Accordingly, the Trustees considered the extent to which economies of scale may be shared as assets grow based on proposed management and subadvisory fee breakpoints, as applicable, that are designed to appropriately reduce fee rates as assets increase. The Trustees concluded that it was appropriate to revisit potential economies of scale in connection with future reviews of the Agreements or earlier, if appropriate, and that they were satisfied with the extent to which economies of scale would be shared for the benefit of shareholders based on anticipated asset levels.

Ancillary Benefits

The Trustees considered the potential benefits, other than management fees, that the Manager and/or its affiliates may receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds were designed to serve as investment options under variable contracts issued by affiliates of the Manager that would receive fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and participating insurance companies, including insurance companies affiliated

 

 

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with the Manager, would be entitled to receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees also considered that the Manager did not expect to receive any other direct or indirect benefits. In addition, the Trustees considered the potential benefits, other than subadvisory fees, that the Subadvisers and their affiliates may receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that may accrue to the Manager and its affiliates are reasonable and the benefits that may accrue to the Subadvisers and their affiliates are consistent with those expected for a subadviser to a mutual fund such as the applicable Fund.

Conclusion

Based on a comprehensive consideration and evaluation of all of the information and factors summarized above, among others, the Board as a whole, including the Independent Trustees, approved the Agreements.

 

 

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Trustees and Officers Information Table

The following table provides information about the Trustees of the Trust.

 

Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Independent Trustees

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, The Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    11    None

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry), (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011).    11    None

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014)    11    None
Lisa K. Polsky (born 1956)    Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    11    None
John Walters** (born 1962)    Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    11    None

 

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Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees****
   Other Directorships
Held by Trustee
Interested Trustees

Douglas Dubitsky***

(born 1967)

   Trustee    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.    11    None
Marc Costantini*** (born 1969)    Chairman and Trustee    Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (since 2014); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    11    None

 

* Trustee since August 2016. Each Trustee serves until his or her successor is elected and qualified or until his or her resignation, death or removal. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.
** John Walters was considered to be an “interested person” of the Trust, within the meaning of the 1940 Act, as of the date that the Board of Trustees approved the Advisory and Sub-advisory Agreements for the Fund as a result of his ownership of securities issued by a sub-adviser of a series of the Trust. At the time the Fund commenced operations, Mr. Walters was not considered to be an “interested person” of the Trust because he no longer owned these securities.
*** Each of Douglas Dubitsky and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.
**** As of the date of this report, the Trust consisted of 11 separate Funds.
Member of the Audit Committee of the Trust.

The following table provides information about the Officers of the Trust.

 

Name and Year
of Birth
   Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years

Douglas Dubitsky

(born 1967)

   President and Principal Executive Officer    Vice President, Product Management, Retirement Solutions, The Guardian Life Insurance Company of America.

John H. Walter

(born 1962)

   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.

Harris Oliner

(born 1971)

   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.

Richard T. Potter

(born 1954)

   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.

Michael Bessel

(born 1962)

   Chief Compliance Officer    Managing Director, Chief Compliance Officer, Investments, The Guardian Life Insurance Company of America (since 2011); Chief Compliance Officer, Credit Suisse Asset Management prior thereto.

Charles Barresi, Jr.

(born 1967)

   Anti-Money Laundering Officer    Anti-Money Laundering Officer, Park Avenue Securities LLC.

Kathleen M. Moynihan

(born 1966)

   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America (since 2012); Counsel, The Guardian Life Insurance Company of America prior thereto.

Maria Nydia Morrison

(born 1958)

   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

Kristina Fink

(born 1976)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Associate, Clifford Chance LLP prior thereto.

Sonya L. Crosswell

(born 1977)

   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

* Officer since August 2016. The Officers hold office until the next annual meeting of the Board and until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 800-221-3253.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The Fund’s Form N-Q is available on the Securities and Exchange Commission’s website at http://www.sec.gov. The Fund’s Form N-Q may be reviewed and copied at the Commission’s Public Reference Room in Washington, DC, and information on the operation of the Public Reference Room may be obtained by calling 800-SEC-0330. This information is also available, without charge, upon request, by calling toll-free 800-221-3253.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 800-221-3253; and (ii) on the Securities and Exchange Commission’s website at http://www.sec.gov.

 

 

 

 

 

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This report is transmitted to shareholders only. It is not authorized for use as an offer of sale or a solicitation of an offer to buy shares of the Fund unless accompanied or preceded by the Fund’s current prospectus. Past performance results shown in this report should not be considered a representation of future performance. Investment returns and principal value of shares will fluctuate so that shares, when redeemed, may be worth more or less than their original cost. Statements and other information herein are as dated and are subject to change.

 

LOGO

The Guardian Life Insurance Company of America    New York, NY 10004-4025

PUB8167


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Item 2. Code of Ethics.

The registrant, as of the end of the period covered by this report, has adopted a code of ethics, as defined in this Item 2, that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no amendments or waivers granted with respect to the Code of Ethics during the fiscal year ended December 31, 2016.

 

Item 3. Audit Committee Financial Expert.

The registrant’s board of trustees has determined that Lisa Polsky is an audit committee financial expert serving on its audit committee. This individual is “independent,” as defined by this Item 3.

 

Item 4. Principal Accountant Fees and Services.

 

(a)-(d)

Fees for services rendered to the registrant by its principal accountant.

 

Fiscal Year Ended           Audit-         
   Audit Fees      Related Fees      Tax Fees      All Other Fees  

December 31, 2016*

   $ 237,500      $ —        $ —        $ —    

December 31, 2015

   $ —        $ —        $ —        $ —    

 

* Trust commenced operations on September 1, 2016.

 

(e)(1) The registrant’s Audit Committee is required to approve at least annually all audit and non-audit services that are required to be pre-approved under paragraph (c)(7) of Rule 2-01 of Regulation S-X. In addition, pursuant to the registrant’s Audit Committee Pre-Approval Procedures, the chair of the Audit Committee, or one or more designated members of the Audit Committee, is authorized to pre-approve a proposed non-audit service, or a proposed material change in the nature or cost of any previously approved non-audit service, between meetings of the Audit Committee. Any such action shall be presented for ratification by the Audit Committee not later than its next regularly scheduled meeting.

 

(e)(2) None, or 0%, of services relating to the Audit-Related Fees, Tax Fees and All Other Fees disclosed above were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

 

(f) Not applicable.


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  (g) Not applicable.

 

  (h) Not applicable.

 

Item 5. Audit Committee of Listed registrants.

Not applicable to the registrant.

 

Item 6. Investments.

 

  (a) The Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this Form.

 

  (b) None.

 

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

Not applicable to the registrant.

 

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

Not applicable to the registrant.

 

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

Not applicable to the registrant.

 

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

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c) (2)(iv) of Regulation S-K (as required by Item 22(b)(15) of Schedule 14A) or this Item.

 

Item 11. Controls and Procedures.

 

  (a) The registrant’s principal executive and principal financial officers have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c)) are effective, as of a date within 90 days of the filing date of this Form N-CSR, to provide reasonable assurance that the information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, based on their evaluation of these disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 (17 CFR 240.13a-15(b) or 240.15d-15(b)).

 

  (b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

Item 12. Exhibits.

 

  (a)(1) Code of ethics that is the subject of disclosure required by Item 2 is attached hereto.


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(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

 

(a)(3) Not applicable.

 

(b) Certification pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 is attached hereto.

 


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SIGNATURES

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

 

(Registrant)    Guardian Variable Products Trust   
By (Signature and Title)*   

/s/ Douglas Dubitsky

  
   Douglas Dubitsky, President (Principal Executive Officer)   

Date: March 7, 2017

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

 

By (Signature and Title)*   

/s/ Douglas Dubitsky

  
   Douglas Dubitsky, President (Principal Executive Officer)   

Date: March 7, 2017

 

By (Signature and Title)*   

/s/ John H Walter

  
  

John H Walter, Treasurer

(Principal Financial and Accounting Officer)

  

Date: March 7, 2017