0001193125-21-253710.txt : 20210823 0001193125-21-253710.hdr.sgml : 20210823 20210823130820 ACCESSION NUMBER: 0001193125-21-253710 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 92 CONFORMED PERIOD OF REPORT: 20210630 FILED AS OF DATE: 20210823 DATE AS OF CHANGE: 20210823 EFFECTIVENESS DATE: 20210823 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MFS VARIABLE INSURANCE TRUST II CENTRAL INDEX KEY: 0000719269 IRS NUMBER: 046540044 STATE OF INCORPORATION: MA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-03732 FILM NUMBER: 211196206 BUSINESS ADDRESS: STREET 1: 111 HUNTINGTON AVENUE STREET 2: 24TH FLOOR CITY: BOSTON STATE: MA ZIP: 02199 BUSINESS PHONE: 16179545839 MAIL ADDRESS: STREET 1: 111 HUNTINGTON AVENUE STREET 2: 24TH FLOOR CITY: BOSTON STATE: MA ZIP: 02199 FORMER COMPANY: FORMER CONFORMED NAME: MFS SUN LIFE SERIES TRUST DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: COMPASS SERIES TRUST DATE OF NAME CHANGE: 19850325 0000719269 S000002634 MFS Corporate Bond Portfolio C000007237 Initial Class C000007238 Service Class 0000719269 S000002635 MFS Government Securities Portfolio C000007239 Initial Class C000007240 Service Class 0000719269 S000002636 MFS High Yield Portfolio C000007241 Initial Class C000007242 Service Class 0000719269 S000002637 MFS International Growth Portfolio C000007243 Initial Class C000007244 Service Class 0000719269 S000002638 MFS International Intrinsic Value Portfolio C000007245 Initial Class C000007246 Service Class 0000719269 S000002639 MFS Massachusetts Investors Growth Stock Portfolio C000007247 Initial Class C000007248 Service Class 0000719269 S000002640 MFS Blended Research Core Equity Portfolio C000007249 Initial Class C000007250 Service Class 0000719269 S000002643 MFS U.S. Government Money Market Portfolio C000007255 Initial Class C000007256 Service Class 0000719269 S000002646 MFS Research International Portfolio C000007261 Initial Class C000007262 Service Class 0000719269 S000002647 MFS Global Research Portfolio C000007263 Initial Class C000007264 Service Class 0000719269 S000002649 MFS Income Portfolio C000007267 Initial Class C000007268 Service Class 0000719269 S000002651 MFS Technology Portfolio C000007271 Initial Class C000007272 Service Class 0000719269 S000002656 MFS Core Equity Portfolio C000007281 Initial Class C000007282 Service Class 0000719269 S000002658 MFS Emerging Markets Equity Portfolio C000007285 Initial Class C000007286 Service Class 0000719269 S000002659 MFS Global Governments Portfolio C000007287 Initial Class C000007288 Service Class 0000719269 S000002660 MFS Global Growth Portfolio C000007289 Initial Class C000007290 Service Class 0000719269 S000002661 MFS Global Tactical Allocation Portfolio C000007291 Initial Class C000007292 Service Class N-CSRS 1 d147138dncsrs.htm MFS VARIABLE INSURANCE TRUST II N-CSRS MFS VARIABLE INSURANCE TRUST II N-CSRS

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 811-3732

MFS VARIABLE INSURANCE TRUST II

(Exact name of registrant as specified in charter)

111 Huntington Avenue, Boston, Massachusetts 02199

(Address of principal executive offices) (Zip code)

Christopher R. Bohane

Massachusetts Financial Services Company

111 Huntington Avenue

Boston, Massachusetts 02199

(Name and address of agents for service)

Registrant’s telephone number, including area code: (617) 954-5000

Date of fiscal year end: December 31

Date of reporting period: June 30, 2021


ITEM 1.

REPORTS TO STOCKHOLDERS.

 

Item 1(a):


Semiannual Report
June 30, 2021
MFS®  Blended Research® 
Core Equity Portfolio
MFS® Variable Insurance Trust II
CGS-SEM


MFS® Blended Research® Core Equity Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Blended Research Core Equity Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Blended Research Core Equity Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Microsoft Corp. 7.1%
Apple, Inc. 5.2%
Amazon.com, Inc. 4.9%
Alphabet, Inc., “C” 2.9%
Alphabet, Inc., “A” 2.6%
Facebook, Inc., “A” 2.4%
Johnson & Johnson 2.4%
Applied Materials, Inc. 2.1%
Adobe Systems, Inc. 2.0%
PayPal Holdings, Inc. 1.9%
 
GICS equity sectors (g)
Information Technology 27.6%
Health Care 13.6%
Consumer Discretionary 11.8%
Communication Services 11.2%
Financials 10.5%
Industrials 8.1%
Consumer Staples 6.5%
Real Estate 3.3%
Energy 2.4%
Materials 2.3%
Utilities 2.0%
(g) The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and S&P Global Market Intelligence Inc. (“S&P Global Market Intelligence”). GICS is a service mark of MSCI and S&P Global Market Intelligence and has been licensed for use by MFS. MFS has applied its own internal sector/industry classification methodology for equity securities and non-equity securities that are unclassified by GICS.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Blended Research Core Equity Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.43% $1,000.00 $1,173.88 $2.32
Hypothetical (h) 0.43% $1,000.00 $1,022.66 $2.16
Service Class Actual 0.68% $1,000.00 $1,172.37 $3.66
Hypothetical (h) 0.68% $1,000.00 $1,021.42 $3.41
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS Blended Research Core Equity Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 99.3%
Aerospace & Defense – 1.2%  
Huntington Ingalls Industries, Inc.   6,264 $   1,320,138
Northrop Grumman Corp.   13,210    4,800,910
           $6,121,048
Apparel Manufacturers – 0.2%  
NIKE, Inc., “B”   5,678 $     877,194
Automotive – 1.4%  
Lear Corp.   29,909 $   5,242,450
Tesla, Inc. (a)   2,923    1,986,763
           $7,229,213
Biotechnology – 1.4%  
Biogen, Inc. (a)   7,168 $   2,482,063
Gilead Sciences, Inc.   26,892    1,851,783
Incyte Corp. (a)   6,526      549,033
Vertex Pharmaceuticals, Inc. (a)   13,282    2,678,050
           $7,560,929
Broadcasting – 0.1%  
Discovery Communications, Inc., “A” (a)(l)   22,116 $     678,519
Brokerage & Asset Managers – 0.2%  
Jefferies Financial Group, Inc.   38,046 $   1,301,173
Business Services – 4.8%  
Accenture PLC, “A”   28,652 $   8,446,323
Amdocs Ltd.   76,060    5,884,002
Fiserv, Inc. (a)   3,841      410,564
Global Payments, Inc.   2,537      475,789
PayPal Holdings, Inc. (a)   33,872    9,873,011
        $25,089,689
Cable TV – 2.2%  
Charter Communications, Inc., “A” (a)   9,288 $   6,700,828
Comcast Corp., “A”   82,200    4,687,044
        $11,387,872
Chemicals – 1.0%  
Eastman Chemical Co.   44,072 $   5,145,406
Computer Software – 9.3%  
Adobe Systems, Inc. (a)   17,513 $ 10,256,313
Atlassian Corp. PLC, “A” (a)   3,918    1,006,378
Cadence Design Systems, Inc. (a)   2,684      367,225
Microsoft Corp.   137,019 37,118,447
        $48,748,363
Computer Software - Systems – 6.8%  
Apple, Inc.   197,008 $ 26,982,216
HP, Inc.   174,194    5,258,917
ServiceNow, Inc. (a)   5,979    3,285,759
        $35,526,892
Issuer     Shares/Par Value ($)
Common Stocks – continued
Construction – 1.5%  
D.R. Horton, Inc.   61,279 $   5,537,783
Sherwin-Williams Co.   3,932    1,071,274
Toll Brothers, Inc.   19,194    1,109,605
           $7,718,662
Consumer Products – 2.2%  
Colgate-Palmolive Co.   78,418 $   6,379,305
Kimberly-Clark Corp.   37,985    5,081,633
        $11,460,938
Electrical Equipment – 0.5%  
Johnson Controls International PLC   7,976 $     547,393
TE Connectivity Ltd.   16,960    2,293,161
           $2,840,554
Electronics – 5.7%  
Applied Materials, Inc.   76,239 $ 10,856,434
Intel Corp.   153,361    8,609,686
NVIDIA Corp.   668      534,467
NXP Semiconductors N.V.   2,972      611,400
Texas Instruments, Inc.   47,147    9,066,368
        $29,678,355
Energy - Independent – 1.5%  
ConocoPhillips   43,076 $   2,623,329
EOG Resources, Inc.   15,710    1,310,842
Valero Energy Corp.   52,937    4,133,321
           $8,067,492
Engineering - Construction – 0.4%  
Quanta Services, Inc.   20,144 $   1,824,442
Food & Beverages – 2.1%  
General Mills, Inc.   22,704 $   1,383,355
J.M. Smucker Co.   13,556    1,756,451
Mondelez International, Inc.   63,526    3,966,563
PepsiCo, Inc.   26,920    3,988,736
        $11,095,105
Food & Drug Stores – 1.3%  
Wal-Mart Stores, Inc.   47,407 $   6,685,335
Forest & Paper Products – 0.7%  
Weyerhaeuser Co., REIT   101,569 $   3,496,005
Gaming & Lodging – 0.2%  
Marriott International, Inc., “A” (a)   8,683 $   1,185,403
Health Maintenance Organizations – 1.2%  
Cigna Corp.   7,397 $   1,753,606
Humana, Inc.   8,965    3,968,985
UnitedHealth Group, Inc.   1,195      478,526
           $6,201,117
Insurance – 2.7%  
Berkshire Hathaway, Inc., “B” (a)   7,983 $   2,218,635
Everest Re Group Ltd.   17,491    4,407,907
MetLife, Inc.   117,580    7,037,163
 
4


MFS Blended Research Core Equity Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Insurance – continued  
Reinsurance Group of America, Inc.   4,162 $     474,468
        $14,138,173
Internet – 7.9%  
Alphabet, Inc., “A” (a)   5,561 $ 13,578,794
Alphabet, Inc., “C” (a)   6,062 15,193,312
Facebook, Inc., “A” (a)   36,447 12,672,986
        $41,445,092
Leisure & Toys – 0.8%  
Brunswick Corp.   14,292 $   1,423,769
Electronic Arts, Inc.   16,152    2,323,142
Mattel, Inc. (a)   21,596      434,080
           $4,180,991
Machinery & Tools – 3.3%  
AGCO Corp.   37,975 $   4,951,181
Dover Corp.   3,401      512,191
Eaton Corp. PLC   62,685    9,288,663
PACCAR, Inc.   13,487    1,203,715
Regal Beloit Corp.   10,340    1,380,493
        $17,336,243
Major Banks – 4.5%  
Bank of America Corp.   121,354 $   5,003,425
Goldman Sachs Group, Inc.   23,278    8,834,699
JPMorgan Chase & Co.   52,836    8,218,112
PNC Financial Services Group, Inc.   3,192      608,906
State Street Corp.   7,720      635,202
        $23,300,344
Medical & Health Technology & Services – 2.9%  
HCA Healthcare, Inc.   32,697 $   6,759,778
Laboratory Corp. of America Holdings (a)   12,410    3,423,298
McKesson Corp.   25,962    4,964,973
        $15,148,049
Medical Equipment – 2.9%  
Abbott Laboratories   13,707 $   1,589,053
Boston Scientific Corp. (a)   20,884      893,000
Danaher Corp.   6,279    1,685,032
Medtronic PLC   55,955    6,945,694
Thermo Fisher Scientific, Inc.   7,632    3,850,115
        $14,962,894
Natural Gas - Pipeline – 0.8%  
Cheniere Energy, Inc. (a)   4,831 $     419,041
ONEOK, Inc.   66,093    3,677,414
           $4,096,455
Oil Services – 0.1%  
NOV, Inc. (a)   36,945 $     565,997
Other Banks & Diversified Financials – 3.2%  
American Express Co.   4,848 $     801,035
Citigroup, Inc.   94,026    6,652,339
Mastercard, Inc., “A”   4,677    1,707,526
Moody's Corp.   1,026      371,792
SLM Corp.   101,145    2,117,976
Issuer     Shares/Par Value ($)
Common Stocks – continued
Other Banks & Diversified Financials – continued  
Synchrony Financial   76,600 $   3,716,632
Visa, Inc., “A”   4,113      961,702
Zions Bancorp NA   8,760      463,054
        $16,792,056
Pharmaceuticals – 5.2%  
Eli Lilly & Co.   29,895 $   6,861,500
Johnson & Johnson   76,304 12,570,321
Merck & Co., Inc.   96,417    7,498,350
Organon & Co. (a)   9,642      291,767
        $27,221,938
Pollution Control – 0.3%  
Republic Services, Inc.   11,997 $   1,319,790
Railroad & Shipping – 1.9%  
CSX Corp.   124,367 $   3,989,693
Kansas City Southern Co.   20,954    5,937,735
           $9,927,428
Real Estate – 3.0%  
Extra Space Storage, Inc., REIT   40,348 $   6,609,809
Omega Healthcare Investors, Inc., REIT   61,716    2,239,674
Spirit Realty Capital, Inc., REIT   33,782    1,616,131
Starwood Property Trust, Inc., REIT   81,020    2,120,293
STORE Capital Corp., REIT   90,340    3,117,634
        $15,703,541
Restaurants – 1.3%  
Starbucks Corp.   46,250 $   5,171,212
Texas Roadhouse, Inc.   16,018    1,540,932
           $6,712,144
Specialty Chemicals – 1.1%  
Corteva, Inc.   52,056 $   2,308,684
DuPont de Nemours, Inc.   11,906      921,643
Linde PLC   8,048    2,326,677
           $5,557,004
Specialty Stores – 7.1%  
Amazon.com, Inc. (a)   7,400 $ 25,457,184
AutoZone, Inc. (a)   1,016    1,516,096
Home Depot, Inc.   26,454    8,435,916
Ross Stores, Inc.   13,261    1,644,364
        $37,053,560
Telecommunications - Wireless – 0.5%  
T-Mobile USA, Inc. (a)   18,806 $   2,723,673
Tobacco – 0.9%  
Altria Group, Inc.   65,435 $   3,119,941
Philip Morris International, Inc.   18,379    1,821,542
           $4,941,483
Trucking – 1.0%  
J.B. Hunt Transport Services, Inc.   10,842 $   1,766,704
Knight-Swift Transportation Holdings, Inc.   11,539      524,563
United Parcel Service, Inc., “B”   13,059    2,715,880
           $5,007,147
 
5


MFS Blended Research Core Equity Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Utilities - Electric Power – 2.0%  
CenterPoint Energy, Inc.   88,762 $   2,176,444
Edison International   29,986    1,733,791
Exelon Corp.   84,046    3,724,078
NRG Energy, Inc.   27,637    1,113,771
PG&E Corp. (a)   74,934      762,079
Sempra Energy   6,387      846,150
        $10,356,313
Total Common Stocks (Identified Cost, $315,779,464)   $518,410,021
Issuer     Shares/Par Value ($)
Investment Companies (h) – 0.3%
Money Market Funds – 0.3%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $1,523,710)     1,523,710 $   1,523,710
Other Assets, Less Liabilities – 0.4%      2,131,522
Net Assets – 100.0% $522,065,253
    
 
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $1,523,710 and $518,410,021, respectively.      
(l) A portion of this security is on loan. See Note 2 for additional information.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
REIT Real Estate Investment Trust
See Notes to Financial Statements
6


MFS Blended Research Core Equity Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value, including $215,374 of securities on loan (identified cost, $315,779,464) $518,410,021
Investments in affiliated issuers, at value (identified cost, $1,523,710) 1,523,710
Cash 7,574
Receivables for  
Investments sold 2,587,069
Interest and dividends 476,121
Other assets 2,088
Total assets $523,006,583
Liabilities  
Payables for  
Fund shares reacquired $864,061
Payable to affiliates  
Investment adviser 11,064
Administrative services fee 432
Shareholder servicing costs 93
Distribution and/or service fees 2,957
Accrued expenses and other liabilities 62,723
Total liabilities $941,330
Net assets $522,065,253
Net assets consist of  
Paid-in capital $242,681,027
Total distributable earnings (loss) 279,384,226
Net assets $522,065,253
Shares of beneficial interest outstanding 7,802,558
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $305,833,864 4,548,428 $67.24
Service Class 216,231,389 3,254,130 66.45
See Notes to Financial Statements
7


MFS Blended Research Core Equity Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $3,822,262
Other 6,490
Income on securities loaned 812
Dividends from affiliated issuers 699
Foreign taxes withheld (254)
Total investment income $3,830,009
Expenses  
Management fee $990,825
Distribution and/or service fees 254,132
Shareholder servicing costs 8,795
Administrative services fee 37,205
Independent Trustees' compensation 4,241
Custodian fee 9,224
Shareholder communications 10,401
Audit and tax fees 27,895
Legal fees 1,634
Miscellaneous 12,603
Total expenses $1,356,955
Reduction of expenses by investment adviser (29,680)
Net expenses $1,327,275
Net investment income (loss) $2,502,734
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $34,547,076
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $42,457,523
Net realized and unrealized gain (loss) $77,004,599
Change in net assets from operations $79,507,333
See Notes to Financial Statements
8


MFS Blended Research Core Equity Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $2,502,734 $5,213,358
Net realized gain (loss) 34,547,076 34,962,421
Net unrealized gain (loss) 42,457,523 22,756,111
Change in net assets from operations $79,507,333 $62,931,890
Total distributions to shareholders $— $(29,241,138)
Change in net assets from fund share transactions $(29,781,537) $(33,385,390)
Total change in net assets $49,725,796 $305,362
Net assets    
At beginning of period 472,339,457 472,034,095
At end of period $522,065,253 $472,339,457
See Notes to Financial Statements
9


MFS Blended Research Core Equity Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $57.28 $53.06 $45.29 $54.23 $46.62 $48.56
Income (loss) from investment operations            
Net investment income (loss) (d) $0.34 $0.67 $0.80 $0.74 $0.68 $0.74(c)
Net realized and unrealized gain (loss) 9.62 7.21 11.74 (4.12) 8.80 3.24
Total from investment operations $9.96 $7.88 $12.54 $(3.38) $9.48 $3.98
Less distributions declared to shareholders            
From net investment income $— $(0.88) $(0.79) $(0.77) $(0.78) $(0.72)
From net realized gain (2.78) (3.98) (4.79) (1.09) (5.20)
Total distributions declared to shareholders $— $(3.66) $(4.77) $(5.56) $(1.87) $(5.92)
Net asset value, end of period (x) $67.24 $57.28 $53.06 $45.29 $54.23 $46.62
Total return (%) (k)(r)(s)(x) 17.39(n) 15.34 29.17 (7.74) 20.76 8.45(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.44(a) 0.45 0.45 0.45 0.46 0.49(c)
Expenses after expense reductions (f) 0.43(a) 0.44 0.44 0.44 0.45 0.44(c)
Net investment income (loss) 1.11(a) 1.30 1.58 1.39 1.35 1.56(c)
Portfolio turnover 24(n) 56 46 54 51 49
Net assets at end of period (000 omitted) $305,834 $280,679 $285,654 $256,439 $320,384 $306,368
    
See Notes to Financial Statements
10


MFS Blended Research Core Equity Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $56.68 $52.54 $44.87 $53.79 $46.26 $48.26
Income (loss) from investment operations            
Net investment income (loss) (d) $0.26 $0.54 $0.67 $0.61 $0.55 $0.61(c)
Net realized and unrealized gain (loss) 9.51 7.12 11.64 (4.11) 8.73 3.22
Total from investment operations $9.77 $7.66 $12.31 $(3.50) $9.28 $3.83
Less distributions declared to shareholders            
From net investment income $— $(0.74) $(0.66) $(0.63) $(0.66) $(0.63)
From net realized gain (2.78) (3.98) (4.79) (1.09) (5.20)
Total distributions declared to shareholders $— $(3.52) $(4.64) $(5.42) $(1.75) $(5.83)
Net asset value, end of period (x) $66.45 $56.68 $52.54 $44.87 $53.79 $46.26
Total return (%) (k)(r)(s)(x) 17.24(n) 15.06 28.87 (7.99) 20.47 8.17(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.69(a) 0.70 0.70 0.70 0.71 0.74(c)
Expenses after expense reductions (f) 0.68(a) 0.69 0.69 0.69 0.70 0.69(c)
Net investment income (loss) 0.86(a) 1.05 1.33 1.14 1.10 1.30(c)
Portfolio turnover 24(n) 56 46 54 51 49
Net assets at end of period (000 omitted) $216,231 $191,661 $186,380 $157,522 $182,103 $169,622
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
11


MFS Blended Research Core Equity Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Blended Research Core Equity Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share.
Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally
12


MFS Blended Research Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities $518,410,021 $— $— $518,410,021
Mutual Funds 1,523,710 1,523,710
Total $519,933,731 $— $— $519,933,731
For further information regarding security characteristics, see the Portfolio of Investments.
Security Loans — Under its Securities Lending Agency Agreement with the fund, State Street Bank and Trust Company, as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. Security loans can be terminated at the discretion of either the lending agent or the fund and the related securities must be returned within the earlier of the standard trade settlement period for such securities or within three business days. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the market value of the securities loaned. On loans collateralized by cash, the cash collateral is invested in a money market fund. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. The lending agent provides the fund with indemnification against Borrower default. In the event of Borrower default, the lending agent will, for the benefit of the fund, either purchase securities identical to those loaned or, when such purchase is commercially impracticable, pay the fund the market value of the loaned securities. In return, the lending agent assumes the fund's rights to the related collateral. If the collateral value is less than the cost to purchase identical securities, the lending agent is responsible for the shortfall, but only to the extent that such shortfall is not due to a decline in collateral value resulting from collateral reinvestment for which the fund bears the risk of loss. At period end, the fund had investment securities on loan, all of which were classified as equity securities in the fund’s Portfolio of Investments, with a fair value of $215,374. The fair value of the fund’s investment securities on loan is presented gross in the Statement of Assets and Liabilities. These loans were collateralized by U.S. Treasury Obligations of $217,595 held by the lending agent. The collateral on securities loaned exceeded the value of securities on loan at period end. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the remainder is allocated between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is separately reported in the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
13


MFS Blended Research Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to wash sale loss deferrals.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $6,680,112
Long-term capital gains 22,561,026
Total distributions $29,241,138
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $318,206,849
Gross appreciation 203,684,503
Gross depreciation (1,957,621)
Net unrealized appreciation (depreciation) $201,726,882
As of 12/31/20  
Undistributed ordinary income 8,022,598
Undistributed long-term capital gain 32,193,902
Net unrealized appreciation (depreciation) 159,660,393
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
14


MFS Blended Research Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $17,686,199
Service Class   11,554,939
Total $—   $29,241,138
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.40%
In excess of $1 billion and up to $2.5 billion 0.375%
In excess of $2.5 billion 0.35%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $29,680, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.39% of the fund's average daily net assets.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $8,413, which equated to 0.0034% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $382.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0150% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
The fund is permitted to engage in purchase and sale transactions with funds and accounts for which MFS serves as investment adviser or sub-adviser (“cross-trades”) pursuant to a policy adopted by the Board of Trustees. This policy has been designed to ensure that cross-trades conducted by the fund comply with Rule 17a-7 under the Investment Company Act of 1940. During the six months ended June 30, 2021, the fund engaged in sale transactions pursuant to this policy, which amounted to $9,435. The sales transactions resulted in net realized gains (losses) of $2,295.
15


MFS Blended Research Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
The adviser has voluntarily undertaken to reimburse the fund from its own resources on a quarterly basis for the cost of investment research embedded in the cost of the fund’s securities trades. This agreement may be rescinded at any time. For the six months ended June 30, 2021, this reimbursement amounted to $6,425, which is included in “Other” income in the Statement of Operations.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $120,253,380 and $148,573,197, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 28,476 $1,762,958   63,891 $3,132,327
Service Class 126,735 7,994,487   183,279 8,493,425
  155,211 $9,757,445   247,170 $11,625,752
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   326,069 $17,421,868
Service Class   218,389 11,554,939
  $—   544,458 $28,976,807
Shares reacquired          
Initial Class (380,118) $(23,687,919)   (873,552) $(45,226,511)
Service Class (254,253) (15,851,063)   (567,361) (28,761,438)
  (634,371) $(39,538,982)   (1,440,913) $(73,987,949)
Net change          
Initial Class (351,642) $(21,924,961)   (483,592) $(24,672,316)
Service Class (127,518) (7,856,576)   (165,693) (8,713,074)
  (479,160) $(29,781,537)   (649,285) $(33,385,390)
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $847 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
16


MFS Blended Research Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $2,205,534 $29,152,469 $29,834,293 $— $— $1,523,710
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $699 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
17


MFS Blended Research Core Equity Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
18


MFS Blended Research Core Equity Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
19



Semiannual Report
June 30, 2021
MFS®  Corporate Bond Portfolio
MFS® Variable Insurance Trust II
BDS-SEM


MFS® Corporate Bond Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Corporate Bond Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Corporate Bond Portfolio
Portfolio Composition
Portfolio structure (i)
Fixed income sectors (i)
Investment Grade Corporates 77.6%
High Yield Corporates 13.5%
Emerging Markets Bonds 4.1%
Municipal Bonds 1.5%
Commercial Mortgage-Backed Securities 0.4%
Asset-Backed Securities (o) 0.0%
Mortgage-Backed Securities (o) 0.0%
U.S. Treasury Securities (3.5)%
Composition including fixed income credit quality (a)(i)
AAA 0.8%
AA 3.2%
A 18.9%
BBB 60.0%
BB 11.8%
B 2.3%
C 0.1%
U.S. Government 1.2%
Federal Agencies (o) 0.0%
Not Rated (4.7)%
Cash & Cash Equivalents 1.7%
Other 4.7%
Portfolio facts (i)
Average Duration (d) 8.2
Average Effective Maturity (m) 11.3 yrs.
 
(a) For all securities other than those specifically described below, ratings are assigned to underlying securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. If none of the 3 rating agencies above assign a rating, but the security is rated by DBRS Morningstar, then the DBRS Morningstar rating is assigned. If none of the 4 ratings agencies listed above rate the security, but the security is rated by the Kroll Bond Rating Agency (KBRA), then the KBRA rating is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). Securities rated BBB or higher are considered investment grade. All ratings are subject to change. U.S. Government includes securities issued by the U.S. Department of the Treasury. Federal Agencies includes rated and unrated U.S. Agency fixed-income securities, U.S. Agency mortgage-backed securities, and collateralized mortgage obligations of U.S. Agency mortgage-backed securities. Not Rated includes fixed income securities and fixed income derivatives that have not been rated by any rating agency. The fund may or may not have held all of these instruments on this date. The fund is not rated by these agencies.
(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value due to the interest rate move.
(i) For purposes of this presentation, the components include the value of securities, and reflect the impact of the equivalent exposure of derivative positions, if any. These amounts may be negative from time to time. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than value. The bond component will include any accrued interest amounts.
(m) In determining each instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.
(o) Less than 0.1%.
Where the fund holds convertible bonds, they are treated as part of the equity portion of the portfolio.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Other includes equivalent exposure from currency derivatives and/or any offsets to derivative positions and may be negative.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Corporate Bond Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.63% $1,000.00 $986.63 $3.10
Hypothetical (h) 0.63% $1,000.00 $1,021.67 $3.16
Service Class Actual 0.88% $1,000.00 $984.85 $4.33
Hypothetical (h) 0.88% $1,000.00 $1,020.43 $4.41
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS Corporate Bond Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Bonds – 97.4%
Aerospace & Defense – 1.8%
Boeing Co., 5.15%, 5/01/2030    $ 855,000 $   1,012,453
Boeing Co., 3.75%, 2/01/2050      342,000      352,756
Huntington Ingalls Industries, Inc., 3.483%, 12/01/2027      630,000      687,716
Raytheon Technologies Corp., 4.125%, 11/16/2028      517,000      594,839
TransDigm, Inc., 6.25%, 3/15/2026 (n)     609,000      642,495
TransDigm, Inc., 4.625%, 1/15/2029 (n)     633,000      633,222
           $3,923,481
Apparel Manufacturers – 0.1%
Tapestry, Inc., 4.125%, 7/15/2027    $ 210,000 $     230,209
Asset-Backed & Securitized – 0.4%
Bayview Financial Revolving Mortgage Loan Trust, FLR, 1.695% (LIBOR - 1mo. + 1.6%), 12/28/2040 (n)   $ 82,992 $      89,249
Benchmark Mortgage Trust, 2021-B27, “XA”, 1.273%, 7/15/2054 (i)     7,074,821      713,373
JPMorgan Chase Commercial Mortgage Securities Corp., 5.788%, 7/15/2042 (n)     108,821       89,778
Lehman Brothers Commercial Conduit Mortgage Trust, 1.099%, 2/18/2030 (i)     13,491            0
             $892,400
Automotive – 2.7%
Hyundai Capital America, 3%, 2/10/2027 (n)   $ 1,274,000 $   1,349,682
Hyundai Capital America, 2%, 6/15/2028 (n)     1,255,000    1,244,368
Hyundai Capital America, 6.375%, 4/08/2030 (n)     352,000      456,343
Lear Corp., 3.8%, 9/15/2027      1,276,000    1,406,407
Toyota Motor Credit Corp., 3.375%, 4/01/2030      693,000      776,978
Volkswagen Group of America Finance LLC, 3.35%, 5/13/2025 (n)     604,000      651,781
           $5,885,559
Broadcasting – 2.0%
Discovery, Inc., 4.125%, 5/15/2029    $ 373,000 $     417,625
Discovery, Inc., 5.3%, 5/15/2049      600,000      758,816
Prosus N.V., 3.832%, 2/08/2051 (n)     542,000      504,375
Walt Disney Co., 3.5%, 5/13/2040      1,825,000    2,034,692
Walt Disney Co., 3.6%, 1/13/2051      593,000      672,170
           $4,387,678
Brokerage & Asset Managers – 1.0%
Intercontinental Exchange, Inc., 2.1%, 6/15/2030    $ 1,456,000 $   1,445,837
Intercontinental Exchange, Inc., 1.85%, 9/15/2032      412,000      389,903
Intercontinental Exchange, Inc., 3%, 9/15/2060      413,000      398,183
           $2,233,923
Issuer     Shares/Par Value ($)
Bonds – continued
Building – 1.9%
CRH America Finance, Inc., 4.5%, 4/04/2048 (n)   $ 896,000 $   1,092,560
Martin Marietta Materials, Inc., 4.25%, 7/02/2024      850,000      926,510
Martin Marietta Materials, Inc., 3.5%, 12/15/2027      747,000      822,292
Vulcan Materials Co., 3.5%, 6/01/2030      671,000      739,644
Vulcan Materials Co., 4.5%, 6/15/2047      447,000      540,484
           $4,121,490
Business Services – 4.2%
Equinix, Inc., 2.625%, 11/18/2024    $ 838,000 $     881,728
Equinix, Inc., 2.5%, 5/15/2031      934,000      949,904
Equinix, Inc., 3%, 7/15/2050      661,000      634,661
Fiserv, Inc., 2.25%, 6/01/2027      817,000      847,500
Fiserv, Inc., 4.4%, 7/01/2049      711,000      857,581
Global Payments, Inc., 2.9%, 5/15/2030      963,000    1,003,316
IHS Markit Ltd., 4.25%, 5/01/2029      465,000      538,098
NXP B.V./NXP Funding LLC/NXP USA, Inc., 3.15%, 5/01/2027 (n)     379,000      405,427
NXP B.V./NXP Funding LLC/NXP USA, Inc., 2.5%, 5/11/2031 (n)     753,000      760,448
NXP B.V./NXP Funding LLC/NXP USA, Inc., 3.25%, 5/11/2041 (n)     646,000      664,198
Visa, Inc., 3.65%, 9/15/2047      865,000    1,012,961
Western Union Co., 2.85%, 1/10/2025      495,000      523,316
           $9,079,138
Cable TV – 3.5%
CCO Holdings LLC/CCO Holdings Capital Corp., 4.5%, 8/15/2030 (n)   $ 304,000 $     316,529
CCO Holdings LLC/CCO Holdings Capital Corp., 4.5%, 5/01/2032      305,000      316,056
Charter Communications Operating LLC/Charter Communications Operating Capital Corp., 6.384%, 10/23/2035      58,000       77,527
Charter Communications Operating LLC/Charter Communications Operating Capital Corp., 5.375%, 5/01/2047      1,079,000    1,322,218
Comcast Corp., 1.95%, 1/15/2031      371,000      365,740
Comcast Corp., 2.8%, 1/15/2051      1,333,000    1,282,519
Cox Communications, Inc., 3.5%, 8/15/2027 (n)     803,000      881,511
Sirius XM Radio, Inc., 5.375%, 7/15/2026 (n)     353,000      364,473
Sirius XM Radio, Inc., 5%, 8/01/2027 (n)     594,000      622,363
Sirius XM Radio, Inc., 5.5%, 7/01/2029 (n)     292,000      318,192
Sirius XM Radio, Inc., 4.125%, 7/01/2030 (n)     644,000      649,719
 
4


MFS Corporate Bond Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Cable TV – continued
Time Warner Cable, Inc., 4.5%, 9/15/2042    $ 955,000 $   1,061,527
           $7,578,374
Chemicals – 0.5%
Alpek SAB de C.V., 3.25%, 2/25/2031 (n)   $ 548,000 $     554,582
Sherwin-Williams Co., 4.5%, 6/01/2047      500,000      625,404
           $1,179,986
Computer Software – 1.2%
Dell International LLC/EMC Corp., 4.9%, 10/01/2026    $ 1,456,000 $   1,680,346
Microsoft Corp., 2.525%, 6/01/2050      1,047,000    1,028,658
           $2,709,004
Computer Software - Systems – 1.0%
Apple, Inc., 2.05%, 9/11/2026    $ 2,000,000 $   2,093,218
Conglomerates – 2.0%
Carrier Global Corp., 2.722%, 2/15/2030    $ 918,000 $     951,706
Carrier Global Corp., 3.377%, 4/05/2040      608,000      637,746
Otis Worldwide Corp., 2.565%, 2/15/2030      765,000      792,270
Westinghouse Air Brake Technologies Corp., 3.2%, 6/15/2025      1,501,000    1,596,313
Westinghouse Air Brake Technologies Corp., 4.95%, 9/15/2028      330,000      382,796
           $4,360,831
Consumer Products – 1.5%
Mattel, Inc., 3.75%, 4/01/2029 (n)   $ 1,102,000 $   1,146,080
Reckitt Benckiser Treasury Services PLC, 3%, 6/26/2027 (n)     1,876,000    2,029,567
           $3,175,647
Consumer Services – 1.1%
Booking Holdings, Inc., 3.6%, 6/01/2026    $ 1,761,000 $   1,951,926
Booking Holdings, Inc., 3.55%, 3/15/2028      334,000      372,671
           $2,324,597
Containers – 0.7%
Ball Corp., 4.875%, 3/15/2026    $ 587,000 $     653,777
Ball Corp., 2.875%, 8/15/2030      878,000      861,862
           $1,515,639
Electrical Equipment – 1.0%
Arrow Electronics, Inc., 3.875%, 1/12/2028    $ 1,979,000 $   2,215,906
Issuer     Shares/Par Value ($)
Bonds – continued
Electronics – 2.1%
Broadcom Corp./Broadcom Cayman Finance Ltd., 3.875%, 1/15/2027    $ 484,000 $     534,809
Broadcom Corp./Broadcom Cayman Finance Ltd., 3.5%, 1/15/2028      976,000    1,070,729
Broadcom, Inc., 4.3%, 11/15/2032      1,056,000    1,202,494
Broadcom, Inc., 3.469%, 4/15/2034 (n)     512,000      541,571
Sensata Technologies, Inc., 4.375%, 2/15/2030 (n)     1,150,000    1,211,918
           $4,561,521
Emerging Market Quasi-Sovereign – 0.8%
Ecopetrol S.A., 5.375%, 6/26/2026    $ 301,000 $     331,883
Ecopetrol S.A., 6.875%, 4/29/2030      451,000      544,361
Qatar Petroleum, 3.125%, 7/12/2041 (n)     781,000      778,118
           $1,654,362
Emerging Market Sovereign – 0.4%
Republic of Panama, 2.252%, 9/29/2032    $ 901,000 $     863,653
Energy - Independent – 0.5%
Diamondback Energy, Inc., 3.125%, 3/24/2031    $ 612,000 $     634,250
Hess Corp., 5.8%, 4/01/2047      297,000      387,000
           $1,021,250
Energy - Integrated – 1.5%
Cenovus Energy, Inc., 5.375%, 7/15/2025    $ 996,000 $   1,139,457
Eni S.p.A., 4.75%, 9/12/2028 (n)     761,000      891,075
Eni S.p.A., 4.25%, 5/09/2029 (n)     650,000      739,431
Total Capital International S.A., 3.127%, 5/29/2050      437,000      442,977
           $3,212,940
Entertainment – 0.5%
Royal Caribbean Cruises, 4.25%, 7/01/2026 (n)   $ 1,093,000 $   1,091,634
Financial Institutions – 2.2%
AerCap Ireland Capital DAC, 4.875%, 1/16/2024    $ 434,000 $     472,470
AerCap Ireland Capital DAC, 3.65%, 7/21/2027      1,576,000    1,683,613
Avolon Holdings Funding Ltd., 2.125%, 2/21/2026 (n)     294,000      292,783
Avolon Holdings Funding Ltd., 4.25%, 4/15/2026 (n)     243,000      263,333
Avolon Holdings Funding Ltd., 4.375%, 5/01/2026 (n)     624,000      678,281
Avolon Holdings Funding Ltd., 3.25%, 2/15/2027 (n)     621,000      640,259
Avolon Holdings Funding Ltd., 2.75%, 2/21/2028 (n)     841,000      832,127
           $4,862,866
 
5


MFS Corporate Bond Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Food & Beverages – 3.9%
Anheuser-Busch InBev Worldwide, Inc., 3.5%, 6/01/2030    $ 594,000 $     660,757
Anheuser-Busch InBev Worldwide, Inc., 4.375%, 4/15/2038      527,000      630,066
Anheuser-Busch InBev Worldwide, Inc., 5.55%, 1/23/2049      566,000      778,160
Anheuser-Busch InBev Worldwide, Inc., 4.75%, 4/15/2058      444,000      556,702
Aramark Services, Inc., 6.375%, 5/01/2025 (n)     534,000      567,375
Aramark Services, Inc., 5%, 2/01/2028 (n)     539,000      564,441
Constellation Brands, Inc., 4.25%, 5/01/2023      586,000      625,076
Constellation Brands, Inc., 2.875%, 5/01/2030      168,000      176,174
Constellation Brands, Inc., 3.75%, 5/01/2050      242,000      267,800
Diageo Capital PLC, 2.375%, 10/24/2029      1,023,000    1,058,959
JBS USA LLC/JBS USA Finance, Inc., 6.75%, 2/15/2028 (n)     630,000      692,212
JBS USA Lux S.A./JBS USA Finance, Inc., 6.5%, 4/15/2029 (n)     714,000      802,365
JBS USA Lux S.A./JBS USA Finance, Inc., 5.5%, 1/15/2030 (n)     308,000      344,461
JBS USA Lux S.A./JBS USA Finance, Inc., 3.75%, 12/01/2031 (n)     308,000      315,161
SYSCO Corp., 2.4%, 2/15/2030      148,000      150,279
SYSCO Corp., 4.45%, 3/15/2048      268,000      320,327
           $8,510,315
Gaming & Lodging – 2.2%
GLP Capital LP/GLP Financing II, Inc., 5.75%, 6/01/2028    $ 1,365,000 $   1,624,157
Hilton Domestic Operating Co., Inc., 4.875%, 1/15/2030      922,000      984,235
Hilton Domestic Operating Co., Inc., 3.625%, 2/15/2032 (n)     588,000      580,650
Marriott International, Inc., 4%, 4/15/2028      1,026,000    1,127,542
Marriott International, Inc., 2.85%, 4/15/2031      325,000      330,034
Sands China Ltd., 3.8%, 1/08/2026      220,000      234,953
           $4,881,571
Industrial – 0.1%
American Homes 4 Rent, L.P., 2.375%, 7/15/2031    $ 99,000 $      97,528
American Homes 4 Rent, L.P., 3.375%, 7/15/2051      140,000      137,147
             $234,675
Insurance - Health – 1.3%
Centene Corp., 2.45%, 7/15/2028    $ 600,000 $     608,100
UnitedHealth Group, Inc., 4.625%, 7/15/2035      1,690,000    2,134,749
           $2,742,849
Issuer     Shares/Par Value ($)
Bonds – continued
Insurance - Property & Casualty – 2.0%
Aon Corp., 3.75%, 5/02/2029    $ 1,376,000 $   1,548,364
Fairfax Financial Holdings Ltd., 3.375%, 3/03/2031 (n)     347,000      361,626
Hartford Financial Services Group, Inc., 3.6%, 8/19/2049      874,000      958,285
Marsh & McLennan Cos., Inc., 4.75%, 3/15/2039      740,000      944,894
Marsh & McLennan Cos., Inc., 4.35%, 1/30/2047      471,000      588,591
           $4,401,760
Machinery & Tools – 0.8%
CNH Industrial Capital LLC, 4.2%, 1/15/2024    $ 515,000 $     557,273
CNH Industrial Capital LLC, 1.875%, 1/15/2026      288,000      292,883
CNH Industrial Capital LLC, 3.85%, 11/15/2027      905,000    1,002,010
           $1,852,166
Major Banks – 11.3%
Australia and New Zealand Banking Group Ltd., 2.57%, 11/25/2035 (n)   $ 827,000 $     803,331
Bank of America Corp., 4.125%, 1/22/2024      1,142,000    1,243,390
Bank of America Corp., 3.5%, 4/19/2026      2,000,000    2,203,318
Bank of America Corp., 3.419% to 12/20/2027, FLR (LIBOR - 3mo. + 1.04%) to 12/20/2028      351,000      382,277
Bank of America Corp., 2.676% to 6/19/2040, FLR (SOFR + 1.93%) to 6/19/2041      721,000      699,730
Bank of America Corp., 3.311% to 4/22/2041, FLR (SOFR + 1.58%) to 4/22/2042      1,498,000    1,585,034
Commonwealth Bank of Australia, 3.61% to 9/12/2029, FLR (CMT - 1yr. + 2.05%) to 9/12/2034 (n)     431,000      456,188
Commonwealth Bank of Australia, 3.305%, 3/11/2041 (n)     849,000      864,403
Credit Agricole S.A., 1.247% to 1/26/2026, FLR (SOFR + 0.89162%) to 1/26/2027 (n)     447,000      440,086
Credit Suisse Group AG, 4.194% to 4/01/2030, FLR (SOFR + 3.73%), to 4/01/2031 (n)     694,000      779,937
Credit Suisse Group AG, 3.091% to 5/14/2031, FLR (SOFR + 1.73%) to 5/14/2032 (n)     250,000      257,563
Credit Suisse Group AG, 4.5% to 3/03/2031, FLR (CMT - 1yr. + 3.554%) to 6/09/2070 (n)     452,000      448,565
Goldman Sachs Group, Inc., 2.6%, 2/07/2030      565,000      586,290
HSBC Holdings PLC, 2.357% to 8/18/2030, FLR (SOFR + 1.947%) to 8/18/2031      1,345,000    1,345,918
HSBC Holdings PLC, 5.25%, 3/14/2044      293,000      379,716
 
6


MFS Corporate Bond Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Major Banks – continued
JPMorgan Chase & Co., 3.125%, 1/23/2025    $ 688,000 $     738,299
JPMorgan Chase & Co., 3.54%, 5/01/2028      1,709,000    1,878,985
JPMorgan Chase & Co., 3.897% to 1/23/2048, FLR (LIBOR - 3mo. + 1.22%) to  1/23/2049      1,111,000    1,291,109
Morgan Stanley, 4.431% to 1/23/2029, FLR (LIBOR - 3mo. + 1.63%) to 1/23/2030      439,000      514,021
Morgan Stanley, 2.699% to 1/22/2030, FLR (SOFR + 1.143%) to 1/22/2031      2,000,000    2,093,605
Morgan Stanley, 3.622% to 4/01/2030, FLR (SOFR + 3.12%) to 4/01/2031      2,049,000    2,287,205
Morgan Stanley, 3.217% to 4/22/2041, FLR (SOFR + 1.485%) to 4/22/2042      459,000      486,560
Sumitomo Mitsui Financial Group, Inc., 1.71%, 1/12/2031      1,054,000    1,025,843
UBS Group AG, 3.126% to 8/13/2029, FLR (LIBOR - 3mo. + 1.468%) to 8/13/2030 (n)     454,000      486,560
UBS Group AG, 4.375% to 2/10/2031, FLR (CMT - 1yr. + 3.313%) to 8/10/2069 (n)     961,000      981,854
UniCredit S.p.A., 2.569% to 9/22/2025, FLR (CMT - 1yr. + 2.3%) to 9/22/2026 (n)     350,000      354,846
        $24,614,633
Medical & Health Technology & Services – 4.5%
Alcon, Inc., 2.6%, 5/27/2030 (n)   $ 1,215,000 $   1,240,784
Alcon, Inc., 3.8%, 9/23/2049 (n)     492,000      546,737
Becton, Dickinson and Co., 3.734%, 12/15/2024      161,000      175,321
Becton, Dickinson and Co., 4.685%, 12/15/2044      847,000    1,054,075
Becton, Dickinson and Co., 4.669%, 6/06/2047      955,000    1,189,742
HCA, Inc., 4.75%, 5/01/2023      910,000      975,050
HCA, Inc., 5.25%, 6/15/2026      978,000    1,132,093
HCA, Inc., 5.875%, 2/01/2029      807,000      974,452
HCA, Inc., 3.5%, 9/01/2030      122,000      129,975
HCA, Inc., 5.125%, 6/15/2039      207,000      258,569
IQVIA Holdings, Inc., 5%, 5/15/2027 (n)     856,000      896,660
Laboratory Corp. of America Holdings, 3.25%, 9/01/2024      591,000      632,472
Thermo Fisher Scientific, Inc., 2.95%, 9/19/2026      555,000      598,489
           $9,804,419
Medical Equipment – 1.1%
Boston Scientific Corp., 3.75%, 3/01/2026    $ 548,000 $     607,614
Boston Scientific Corp., 2.65%, 6/01/2030      339,000      350,631
Danaher Corp., 2.6%, 10/01/2050      1,245,000    1,190,455
Teleflex, Inc., 4.625%, 11/15/2027      125,000      133,149
Teleflex, Inc., 4.25%, 6/01/2028 (n)     191,000      199,117
           $2,480,966
Issuer     Shares/Par Value ($)
Bonds – continued
Metals & Mining – 2.8%
Anglo American Capital PLC, 2.25%, 3/17/2028 (n)   $ 389,000 $     393,308
Anglo American Capital PLC, 2.625%, 9/10/2030 (n)     827,000      830,128
Anglo American Capital PLC, 2.875%, 3/17/2031 (n)     454,000      464,110
FMG Resources Ltd., 4.375%, 4/01/2031 (n)     897,000      959,638
Freeport-McMoRan Copper & Gold, Inc., 4.625%, 8/01/2030      817,000      894,615
Glencore Funding LLC, 4.125%, 5/30/2023 (n)     863,000      917,919
Glencore Funding LLC, 2.5%, 9/01/2030 (n)     293,000      292,284
Glencore Funding LLC, 2.85%, 4/27/2031 (n)     611,000      621,347
Novelis Corp., 4.75%, 1/30/2030 (n)     781,000      820,050
           $6,193,399
Midstream – 4.8%
Cheniere Corpus Christi Holdings LLC, 3.7%, 11/15/2029    $ 512,000 $     559,248
DT Midstream, Inc., 4.125%, 6/15/2029 (n)     461,000      468,067
DT Midstream, Inc., 4.375%, 6/15/2031 (n)     461,000      471,045
Energy Transfer LP, 3.75%, 5/15/2030      307,000      333,490
Energy Transfer Operating Co., 5%, 5/15/2050      378,000      436,898
Enterprise Products Operating LLC, 3.7%, 1/31/2051      1,201,000    1,287,976
Galaxy Pipeline Assets Bidco Ltd., 1.75%, 9/30/2027 (n)     1,365,000    1,378,601
Galaxy Pipeline Assets Bidco Ltd., 2.16%, 3/31/2034 (n)     489,000      479,855
MPLX LP, 4.5%, 4/15/2038      1,197,000    1,373,504
MPLX LP, 4.7%, 4/15/2048      61,000       70,864
Plains All American Pipeline, 4.9%, 2/15/2045      309,000      335,815
Plains All American Pipeline LP/PAA Finance Corp., 4.65%, 10/15/2025      301,000      336,754
Plains All American Pipeline LP/PAA Finance Corp., 3.55%, 12/15/2029      476,000      501,239
Sabine Pass Liquefaction LLC, 5.625%, 3/01/2025      133,000      152,011
Sabine Pass Liquefaction LLC, 5.875%, 6/30/2026      289,000      342,106
Sabine Pass Liquefaction LLC, 5%, 3/15/2027      414,000      478,063
Sabine Pass Liquefaction LLC, 4.2%, 3/15/2028      1,021,000    1,153,046
Sabine Pass Liquefaction LLC, 4.5%, 5/15/2030      203,000      234,273
        $10,392,855
Mortgage-Backed – 0.0%  
Freddie Mac, 3.244%, 8/25/2027    $ 69,000 $      76,807
 
7


MFS Corporate Bond Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Municipals – 1.4%
Florida State Board of Administration Finance Corp. Rev., “A”, 1.705%, 7/01/2027    $ 1,146,000 $   1,164,550
New Jersey Economic Development Authority State Pension Funding Rev., “A”, NPFG, 7.425%, 2/15/2029      1,500,000    1,945,263
           $3,109,813
Natural Gas - Distribution – 2.8%
NiSource Finance Corp., 4.8%, 2/15/2044    $ 761,000 $     934,310
NiSource, Inc., 2.95%, 9/01/2029      1,371,000    1,452,224
NiSource, Inc., 5.65%, 2/01/2045      475,000      654,691
Sempra Energy, 3.25%, 6/15/2027      2,779,000    3,014,433
           $6,055,658
Natural Gas - Pipeline – 0.8%
APT Pipelines Ltd., 5%, 3/23/2035 (n)   $ 1,375,000 $   1,686,472
Network & Telecom – 1.8%
AT&T, Inc., 2.75%, 6/01/2031    $ 741,000 $     770,261
AT&T, Inc., 2.55%, 12/01/2033 (n)     753,000      745,953
AT&T, Inc., 3.55%, 9/15/2055 (n)     577,000      578,935
Verizon Communications, Inc., 2.1%, 3/22/2028      159,000      162,326
Verizon Communications, Inc., 3.15%, 3/22/2030      310,000      334,729
Verizon Communications, Inc., 4.812%, 3/15/2039      247,000      312,869
Verizon Communications, Inc., 3.4%, 3/22/2041      580,000      613,549
Verizon Communications, Inc., 4.522%, 9/15/2048      310,000      383,489
           $3,902,111
Oils – 0.8%
Puma International Financing S.A., 5%, 1/24/2026    $ 604,000 $     609,134
Valero Energy Corp., 4.9%, 3/15/2045      950,000    1,187,123
           $1,796,257
Other Banks & Diversified Financials – 0.6%
Groupe BPCE S.A., 4.5%, 3/15/2025 (n)   $ 760,000 $     837,366
Mizrahi Tefahot Bank Ltd., 3.077% to 4/07/2026, FLR (CMT - 5yr. + 2.25%) to 4/07/2031 (n)     416,000      420,160
           $1,257,526
Pollution Control – 0.6%
Republic Services, Inc., 3.95%, 5/15/2028    $ 1,100,000 $   1,251,347
Real Estate - Office – 0.8%
Boston Properties, Inc., REIT, 2.55%, 4/01/2032    $ 1,068,000 $   1,074,620
Corporate Office Property LP, 2.75%, 4/15/2031      594,000      598,482
           $1,673,102
Issuer     Shares/Par Value ($)
Bonds – continued
Real Estate - Other – 0.2%
Sun Communities, Inc., 2.7%, 7/15/2031    $ 482,000 $     481,951
Real Estate - Retail – 1.2%
Brixmor Operating Partnership LP, REIT, 4.125%, 5/15/2029    $ 114,000 $     127,718
Brixmor Operating Partnership LP, REIT, 4.05%, 7/01/2030      418,000      467,682
National Retail Properties, Inc., REIT, 3.5%, 4/15/2051      284,000      297,222
Spirit Realty, LP, 4.45%, 9/15/2026      303,000      337,910
Spirit Realty, LP, 3.2%, 2/15/2031      368,000      383,526
STORE Capital Corp., 4.5%, 3/15/2028      119,000      134,435
STORE Capital Corp., 4.625%, 3/15/2029      179,000      203,593
VEREIT Operating Partnership LP, REIT, 3.1%, 12/15/2029      573,000      611,677
           $2,563,763
Restaurants – 0.3%
Yum! Brands, Inc., 4.625%, 1/31/2032    $ 608,000 $     638,400
Retailers – 2.3%
Alimentation Couche-Tard, Inc., 3.8%, 1/25/2050 (n)   $ 1,055,000 $   1,130,699
Home Depot, Inc., 3.3%, 4/15/2040      1,070,000    1,172,021
Home Depot, Inc., 4.875%, 2/15/2044      760,000    1,014,989
Kohl's Corp., 3.375%, 5/01/2031      827,000      856,165
MercadoLibre, Inc., 3.125%, 1/14/2031      790,000      774,232
           $4,948,106
Specialty Stores – 0.3%
Nordstrom, Inc., 4.25%, 8/01/2031 (n)   $ 605,000 $     630,107
Telecommunications - Wireless – 4.8%
American Tower Corp., REIT, 3%, 6/15/2023    $ 1,049,000 $   1,099,350
American Tower Corp., REIT, 4%, 6/01/2025      1,000,000    1,101,705
American Tower Corp., REIT, 3.6%, 1/15/2028      1,133,000    1,246,176
American Tower Corp., REIT, 3.8%, 8/15/2029      553,000      616,164
Cellnex Finance Co. S.A., 3.875%, 7/07/2041 (n)     793,000      790,589
Crown Castle International Corp., 3.15%, 7/15/2023      878,000      921,745
Crown Castle International Corp., 4.45%, 2/15/2026      338,000      381,913
Crown Castle International Corp., 3.7%, 6/15/2026      533,000      586,119
Millicom International Cellular S.A., 4.5%, 4/27/2031 (n)     556,000      575,460
T-Mobile USA, Inc., 2.625%, 4/15/2026      597,000      610,433
T-Mobile USA, Inc., 2.05%, 2/15/2028      795,000      807,060
T-Mobile USA, Inc., 4.5%, 4/15/2050      613,000      729,919
 
8


MFS Corporate Bond Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Telecommunications - Wireless – continued
Vodafone Group PLC, 4.125% to 6/4/2031, FLR (CMT - 5yr. + 2.767%) to 6/4/2051, FLR (CMT - 5yr. + 3.517%) to 6/04/2081    $ 1,064,000 $   1,062,404
        $10,529,037
Telephone Services – 0.5%
Deutsche Telekom AG, 3.625%, 1/21/2050 (n)   $ 959,000 $   1,012,391
Transportation - Services – 0.5%
ERAC USA Finance LLC, 3.85%, 11/15/2024 (n)   $ 272,000 $     296,510
ERAC USA Finance LLC, 7%, 10/15/2037 (n)     421,000      628,077
ERAC USA Finance LLC, 4.5%, 2/15/2045 (n)     201,000      245,151
           $1,169,738
U.S. Treasury Obligations – 1.2%
U.S. Treasury Bonds, 3.5%, 2/15/2039 (f)   $ 1,243,000 $   1,554,867
U.S. Treasury Bonds, 3%, 2/15/2048      802,500      956,605
           $2,511,472
Utilities - Electric Power – 7.1%
Berkshire Hathaway Energy Co., 4.5%, 2/01/2045    $ 597,000 $     735,422
Berkshire Hathaway Energy Co., 4.25%, 10/15/2050      195,000      237,368
CenterPoint Energy, Inc., 2.65%, 6/01/2031      613,000      624,435
Duke Energy Corp., 3.3%, 6/15/2041      310,000      317,543
Duke Energy Corp., 3.75%, 9/01/2046      1,234,000    1,318,007
Duke Energy Progress LLC, 3.45%, 3/15/2029      582,000      644,688
Enel Finance International N.V., 2.65%, 9/10/2024      1,077,000    1,132,082
Enel Finance International N.V., 3.625%, 5/25/2027 (n)     471,000      517,373
Issuer     Shares/Par Value ($)
Bonds – continued
Utilities - Electric Power – continued
Enel Finance International N.V., 4.75%, 5/25/2047 (n)   $ 460,000 $     564,766
Evergy, Inc., 2.9%, 9/15/2029      1,510,000    1,600,172
FirstEnergy Corp., 4.4%, 7/15/2027      707,000      768,863
FirstEnergy Corp., 3.4%, 3/01/2050      1,264,000    1,235,560
Jersey Central Power & Light Co., 2.75%, 3/01/2032 (n)     614,000      623,266
NextEra Energy Capital Holdings, Inc., 3.15%, 4/01/2024      1,283,000    1,363,622
NextEra Energy Operating Co., 4.5%, 9/15/2027 (n)     1,000,000    1,082,150
Pacific Gas & Electric Co., 2.1%, 8/01/2027      544,000      528,324
Pacific Gas & Electric Co., 2.5%, 2/01/2031      458,000      429,396
Pacific Gas & Electric Co., 4.95%, 7/01/2050      305,177      313,895
Southern California Edison Co.'s First & Refunding Mortgage Bonds, 3.65%, 2/01/2050      795,000      795,067
Virginia Electric & Power Co., 2.875%, 7/15/2029      579,000      621,935
        $15,453,934
Total Bonds (Identified Cost, $198,673,799)   $ 212,032,906
Investment Companies (h) – 1.8%
Money Market Funds – 1.8%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $3,810,272)     3,810,272 $   3,810,272
Other Assets, Less Liabilities – 0.8%      1,825,247
Net Assets – 100.0% $ 217,668,425
    
 
(f) All or a portion of the security has been segregated as collateral for open futures contracts.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $3,810,272 and $212,032,906, respectively.      
(i) Interest only security for which the fund receives interest on notional principal (Par amount). Par amount shown is the notional principal and does not reflect the cost of the security.      
(n) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was $56,874,171, representing 26.1% of net assets.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
9


MFS Corporate Bond Portfolio
Portfolio of Investments (unaudited) – continued
The following abbreviations are used in this report and are defined:
CMT Constant Maturity Treasury
FLR Floating Rate. Interest rate resets periodically based on the parenthetically disclosed reference rate plus a spread (if any). The period-end rate reported may not be the current rate. All reference rates are USD unless otherwise noted.
LIBOR London Interbank Offered Rate
NPFG National Public Finance Guarantee Corp.
REIT Real Estate Investment Trust
SOFR Secured Overnight Financing Rate
Derivative Contracts at 6/30/21
Futures Contracts
Description Long/
Short
Currency Contracts Notional
Amount
Expiration
Date
Value/Unrealized
Appreciation
(Depreciation)
Asset Derivatives
Interest Rate Futures    
U.S. Treasury Ultra Bond Long USD 42 $8,092,875 September – 2021 $312,218
Liability Derivatives
Interest Rate Futures    
U.S. Treasury Note 10 yr Short USD 131 $17,357,500 September – 2021 $(67,008)
U.S. Treasury Note 2 yr Long USD 53 11,676,977 September – 2021 (20,743)
U.S. Treasury Ultra Note 10 yr Short USD 86 12,659,469 September – 2021 (170,723)
            $(258,474)
At June 30, 2021, the fund had liquid securities with an aggregate value of $241,424 to cover any collateral or margin obligations for certain derivative contracts.
See Notes to Financial Statements
10


MFS Corporate Bond Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $198,673,799) $212,032,906
Investments in affiliated issuers, at value (identified cost, $3,810,272) 3,810,272
Receivables for  
Investments sold 2,994,423
Fund shares sold 4,035
Interest 1,926,668
Receivable from investment adviser 2,454
Other assets 1,008
Total assets $220,771,766
Liabilities  
Payables for  
Net daily variation margin on open futures contracts $23,850
Investments purchased 2,942,326
Fund shares reacquired 62,574
Payable to affiliates  
Administrative services fee 215
Shareholder servicing costs 44
Distribution and/or service fees 2,232
Accrued expenses and other liabilities 72,100
Total liabilities $3,103,341
Net assets $217,668,425
Net assets consist of  
Paid-in capital $187,078,184
Total distributable earnings (loss) 30,590,241
Net assets $217,668,425
Shares of beneficial interest outstanding 17,553,371
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $54,464,741 4,342,025 $12.54
Service Class 163,203,684 13,211,346 12.35
See Notes to Financial Statements
11


MFS Corporate Bond Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Interest $3,534,808
Dividends from affiliated issuers 1,712
Other 39
Total investment income $3,536,559
Expenses  
Management fee $652,136
Distribution and/or service fees 203,076
Shareholder servicing costs 4,322
Administrative services fee 19,403
Independent Trustees' compensation 2,574
Custodian fee 7,336
Shareholder communications 6,731
Audit and tax fees 38,670
Legal fees 811
Miscellaneous 15,878
Total expenses $950,937
Reduction of expenses by investment adviser (62,663)
Net expenses $888,274
Net investment income (loss) $2,648,285
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $5,103,885
Futures contracts (424,312)
Net realized gain (loss) $4,679,573
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $(10,620,352)
Futures contracts 107,808
Net unrealized gain (loss) $(10,512,544)
Net realized and unrealized gain (loss) $(5,832,971)
Change in net assets from operations $(3,184,686)
See Notes to Financial Statements
12


MFS Corporate Bond Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $2,648,285 $5,813,824
Net realized gain (loss) 4,679,573 4,504,182
Net unrealized gain (loss) (10,512,544) 9,420,324
Change in net assets from operations $(3,184,686) $19,738,330
Total distributions to shareholders $— $(7,693,047)
Change in net assets from fund share transactions $(7,519,384) $(3,220,009)
Total change in net assets $(10,704,070) $8,825,274
Net assets    
At beginning of period 228,372,495 219,547,221
At end of period $217,668,425 $228,372,495
See Notes to Financial Statements
13


MFS Corporate Bond Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $12.71 $11.94 $10.81 $11.64 $11.36 $11.16
Income (loss) from investment operations            
Net investment income (loss) (d) $0.16 $0.36 $0.39 $0.38 $0.39 $0.41(c)
Net realized and unrealized gain (loss) (0.33) 0.89 1.19 (0.72) 0.33 0.31
Total from investment operations $(0.17) $1.25 $1.58 $(0.34) $0.72 $0.72
Less distributions declared to shareholders            
From net investment income $— $(0.44) $(0.45) $(0.44) $(0.44) $(0.50)
From net realized gain (0.04) (0.05) (0.02)
Total distributions declared to shareholders $— $(0.48) $(0.45) $(0.49) $(0.44) $(0.52)
Net asset value, end of period (x) $12.54 $12.71 $11.94 $10.81 $11.64 $11.36
Total return (%) (k)(r)(s)(x) (1.34)(n) 10.57 14.65 (3.00) 6.39 6.28(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.69(a) 0.70 0.69 0.68 0.68 0.65(c)
Expenses after expense reductions (f) 0.63(a) 0.63 0.63 0.63 0.63 0.60(c)
Net investment income (loss) 2.62(a) 2.90 3.33 3.44 3.37 3.52(c)
Portfolio turnover 30(n) 41 34 32 36 31
Net assets at end of period (000 omitted) $54,465 $59,133 $57,714 $56,506 $65,445 $66,858
    
See Notes to Financial Statements
14


MFS Corporate Bond Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $12.54 $11.78 $10.66 $11.49 $11.22 $11.03
Income (loss) from investment operations            
Net investment income (loss) (d) $0.14 $0.32 $0.35 $0.35 $0.36 $0.37(c)
Net realized and unrealized gain (loss) (0.33) 0.89 1.19 (0.72) 0.32 0.30
Total from investment operations $(0.19) $1.21 $1.54 $(0.37) $0.68 $0.67
Less distributions declared to shareholders            
From net investment income $— $(0.41) $(0.42) $(0.41) $(0.41) $(0.46)
From net realized gain (0.04) (0.05) (0.02)
Total distributions declared to shareholders $— $(0.45) $(0.42) $(0.46) $(0.41) $(0.48)
Net asset value, end of period (x) $12.35 $12.54 $11.78 $10.66 $11.49 $11.22
Total return (%) (k)(r)(s)(x) (1.52)(n) 10.34 14.46 (3.31) 6.11 5.98(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.94(a) 0.95 0.94 0.93 0.93 0.90(c)
Expenses after expense reductions (f) 0.88(a) 0.88 0.88 0.88 0.88 0.85(c)
Net investment income (loss) 2.37(a) 2.65 3.08 3.18 3.12 3.27(c)
Portfolio turnover 30(n) 41 34 32 36 31
Net assets at end of period (000 omitted) $163,204 $169,239 $161,833 $154,370 $194,337 $188,440
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
15


MFS Corporate Bond Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Corporate Bond Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Debt instruments and floating rate loans, including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Futures contracts are generally valued at last posted settlement price on their primary exchange as provided by a third-party pricing service. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation on their primary exchange as provided by a third-party pricing service. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s
16


MFS Corporate Bond Portfolio
Notes to Financial Statements (unaudited) - continued
valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments, such as futures contracts. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
U.S. Treasury Bonds & U.S. Government Agencies & Equivalents $— $2,511,472 $— $2,511,472
Non - U.S. Sovereign Debt 2,518,015 2,518,015
Municipal Bonds 3,109,813 3,109,813
U.S. Corporate Bonds 155,039,773 155,039,773
Residential Mortgage-Backed Securities 76,807 76,807
Commercial Mortgage-Backed Securities 803,151 803,151
Asset-Backed Securities (including CDOs) 89,249 89,249
Foreign Bonds 47,884,626 47,884,626
Mutual Funds 3,810,272 3,810,272
Total $3,810,272 $212,032,906 $— $215,843,178
Other Financial Instruments        
Futures Contracts – Assets $312,218 $— $— $312,218
Futures Contracts – Liabilities (258,474) (258,474)
For further information regarding security characteristics, see the Portfolio of Investments.
Derivatives — The fund uses derivatives primarily to increase or decrease exposure to a particular market or segment of the market, or security, to increase or decrease interest rate or currency exposure, or as alternatives to direct investments. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund uses derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.
The derivative instruments used by the fund during the period were futures contracts. Depending on the type of derivative, a fund may exit a derivative position by entering into an offsetting transaction with a counterparty or exchange, negotiating an agreement with the derivative counterparty, or novating the position to a third party. The fund may be unable to promptly close out a futures position in instances where the daily fluctuation in the price for that type of future exceeds the daily limit set by the exchange. The fund's period end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract tables, generally are indicative of the volume of its derivative activity during the period.
The following table presents, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the fund at June 30, 2021 as reported in the Statement of Assets and Liabilities:
17


MFS Corporate Bond Portfolio
Notes to Financial Statements (unaudited) - continued
    Fair Value (a)
Risk Derivative Contracts Asset Derivatives Liability Derivatives
Interest Rate Interest Rate Futures $312,218 $(258,474)
(a) Values presented in this table for futures contracts correspond to the values reported in the Portfolio of Investments. Only the current day net variation margin for futures contracts is separately reported within the Statement of Assets and Liabilities.
The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Futures
Contracts
Interest Rate $(424,312)
The following table presents, by major type of derivative contract, the change in unrealized appreciation or depreciation on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Futures
Contracts
Interest Rate $107,808
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain, but not all, uncleared derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an ISDA Master Agreement on a bilateral basis. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the ISDA Master Agreement, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each agreement to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
Collateral and margin requirements differ by type of derivative. For cleared derivatives (e.g., futures contracts, cleared swaps, and exchange-traded options), margin requirements are set by the clearing broker and the clearing house and collateral, in the form of cash or securities, is posted by the fund directly with the clearing broker. Collateral terms are counterparty agreement specific for uncleared derivatives (e.g., forward foreign currency exchange contracts, uncleared swap agreements, and uncleared options) and collateral, in the form of cash and securities, is held in segregated accounts with the fund's custodian in connection with these agreements. For derivatives traded under an ISDA Master Agreement, which contains a collateral support annex, the collateral requirements are netted across all transactions traded under such counterparty-specific agreement and an amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated or delivered to cover the fund's collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as restricted cash for uncleared derivatives and/or deposits with brokers for cleared derivatives. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments. The fund may be required to make payments of interest on uncovered collateral or margin obligations with the broker. Any such payments are included in “Miscellaneous” expense in the Statement of Operations.
Futures Contracts — The fund entered into futures contracts which may be used to hedge against or obtain broad market exposure, interest rate exposure, currency exposure, or to manage duration. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the fund is required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a specified percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gain or loss by the fund until the contract is closed or expires at which point the gain or loss on futures contracts is realized.
The fund bears the risk of interest rates, exchange rates or securities prices moving unexpectedly, in which case, the fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. While futures contracts may present less counterparty risk to the fund since the contracts are exchange traded and the exchange’s clearinghouse guarantees payments to the broker, there is still counterparty credit risk due to the insolvency of the broker. The fund’s maximum risk of loss due to counterparty credit risk is equal to the margin posted by the fund to the broker plus any gains or minus any losses on the outstanding futures contracts.
18


MFS Corporate Bond Portfolio
Notes to Financial Statements (unaudited) - continued
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Interest income is recorded on the accrual basis. Interest payments received in additional securities are recorded on the ex-interest date in an amount equal to the value of the security on such date. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to amortization and accretion of debt securities.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $7,393,039
Long-term capital gains 300,008
Total distributions $7,693,047
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $202,680,391
Gross appreciation 14,104,275
Gross depreciation (941,488)
Net unrealized appreciation (depreciation) $13,162,787
As of 12/31/20  
Undistributed ordinary income 5,900,606
Undistributed long-term capital gain 4,198,267
Net unrealized appreciation (depreciation) 23,676,054
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
19


MFS Corporate Bond Portfolio
Notes to Financial Statements (unaudited) - continued
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $2,184,264
Service Class   5,508,783
Total $—   $7,693,047
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.60%
In excess of $1 billion 0.50%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $12,984, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.59% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.63% of average daily net assets for the Initial Class shares and 0.88% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, this reduction amounted to $49,679, which is included in the reduction of total expenses in the Statement of Operations.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $4,162, which equated to 0.0038% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $160.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0179% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
20


MFS Corporate Bond Portfolio
Notes to Financial Statements (unaudited) - continued
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $62,969,744 and $67,372,733, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 131,503 $1,621,890   512,275 $6,356,882
Service Class 1,015,512 12,177,158   2,413,646 29,610,213
  1,147,015 $13,799,048   2,925,921 $35,967,095
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   177,294 $2,184,264
Service Class   453,025 5,508,783
  $—   630,319 $7,693,047
Shares reacquired          
Initial Class (440,478) $(5,444,114)   (873,200) $(10,710,012)
Service Class (1,303,832) (15,874,318)   (3,109,400) (36,170,139)
  (1,744,310) $(21,318,432)   (3,982,600) $(46,880,151)
Net change          
Initial Class (308,975) $(3,822,224)   (183,631) $(2,168,866)
Service Class (288,320) (3,697,160)   (242,729) (1,051,143)
  (597,295) $(7,519,384)   (426,360) $(3,220,009)
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $401 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $4,930,371 $49,999,955 $51,120,054 $— $— $3,810,272
    
21


MFS Corporate Bond Portfolio
Notes to Financial Statements (unaudited) - continued
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $1,712 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
22


MFS Corporate Bond Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
23


MFS Corporate Bond Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
24



Semiannual Report
June 30, 2021
MFS®  Core Equity Portfolio
MFS® Variable Insurance Trust II
RGS-SEM


MFS® Core Equity Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Core Equity Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Core Equity Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Apple, Inc. 5.6%
Microsoft Corp. 5.4%
Amazon.com, Inc. 4.2%
Alphabet, Inc., “A” 3.7%
Facebook, Inc., “A” 2.0%
Visa, Inc., “A” 1.7%
Adobe Systems, Inc. 1.6%
Bank of America Corp. 1.5%
T-Mobile USA, Inc. 1.4%
Johnson & Johnson 1.4%
Global equity sectors (k)
Technology 32.2%
Financial Services 14.7%
Capital Goods 13.6%
Health Care (s) 13.6%
Consumer Cyclicals 12.8%
Energy 5.0%
Consumer Staples 4.4%
Telecommunications and Cable Television (s) 3.0%
 
(k) The sectors set forth above and the associated portfolio composition are based on MFS’ own custom sector classification methodology.
(s) Includes securities sold short.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Core Equity Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.84% $1,000.00 $1,147.78 $4.47
Hypothetical (h) 0.84% $1,000.00 $1,020.63 $4.21
Service Class Actual 1.09% $1,000.00 $1,146.91 $5.80
Hypothetical (h) 1.09% $1,000.00 $1,019.39 $5.46
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
Notes to Expense Table
Changes to the fund's fee arrangements will occur during the fund's current fiscal year. Had these fee changes been in effect during the six month period, the annualized expense ratios, the actual expenses paid during the period, and the hypothetical expenses paid during the period would have been approximately 0.83%, $4.42, and $4.16 for Initial Class and 1.08%, $5.75, and $5.41 for Service Class, respectively. For further information about the fund’s fee arrangements and changes to those fee arrangements, please see Note 3 in the Notes to Financial Statements.
Expense ratios include 0.02% of investment related expenses from short sales (See Note 2 of the Notes to Financial Statements) that are outside of the expense limitation arrangement (See Note 3 of the Notes to Financial Statements).
3


MFS Core Equity Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 99.9%
Aerospace & Defense – 2.3%  
CACI International, Inc., “A” (a)   1,014 $     258,692
Curtiss-Wright Corp.   3,461      411,028
Honeywell International, Inc.   8,702    1,908,784
Howmet Aerospace, Inc. (a)   14,445      497,919
L3Harris Technologies, Inc.   3,219      695,787
Northrop Grumman Corp.   1,355      492,448
Parsons Corp. (a)   4,882      192,155
Raytheon Technologies Corp.   19,338    1,649,725
           $6,106,538
Alcoholic Beverages – 0.3%  
Constellation Brands, Inc., “A”   3,224 $     754,061
Apparel Manufacturers – 0.4%  
NIKE, Inc., “B”   2,883 $     445,395
Skechers USA, Inc., “A” (a)   13,114      653,470
           $1,098,865
Automotive – 1.0%  
Aptiv PLC (a)   6,175 $     971,512
LKQ Corp. (a)   33,981    1,672,545
           $2,644,057
Biotechnology – 1.3%  
Biogen, Inc. (a)   2,678 $     927,311
Illumina, Inc. (a)   1,576      745,779
Vertex Pharmaceuticals, Inc. (a)   8,775    1,769,303
           $3,442,393
Broadcasting – 0.5%  
Discovery Communications, Inc., “C” (a)   7,968 $     230,913
Netflix, Inc. (a)   1,968    1,039,517
           $1,270,430
Brokerage & Asset Managers – 1.7%  
Cboe Global Markets, Inc.   8,413 $   1,001,568
Charles Schwab Corp.   28,781    2,095,544
Invesco Ltd.   50,112    1,339,494
           $4,436,606
Business Services – 2.8%  
Accenture PLC, “A”   2,952 $     870,220
Amdocs Ltd.   7,063      546,394
Clarivate PLC (a)   39,903    1,098,530
Fidelity National Information Services, Inc.   7,439    1,053,883
Fiserv, Inc. (a)   7,616      814,074
Global Payments, Inc.   4,381      821,613
PayPal Holdings, Inc. (a)   8,184    2,385,472
           $7,590,186
Cable TV – 1.1%  
Cable One, Inc.   142 $     271,619
Liberty Broadband Corp. (a)   15,781    2,740,528
           $3,012,147
Issuer     Shares/Par Value ($)
Common Stocks – continued
Chemicals – 0.5%  
Element Solutions, Inc.   37,906 $     886,242
FMC Corp.   3,459      374,264
           $1,260,506
Computer Software – 10.5%  
Adobe Systems, Inc. (a)   7,442 $   4,358,333
Atlassian Corp. PLC, “A” (a)   7,408    1,902,819
Cadence Design Systems, Inc. (a)   13,987    1,913,702
Dragoneer Growth Opportunities Corp. (SPAC) (a)   56,268      560,429
Eventbrite, Inc. (a)   38,913      739,347
Everbridge, Inc. (a)   6,223      846,826
Microsoft Corp. (s)   53,748 14,560,333
Ping Identity Holding Corp. (a)   12,519      286,685
salesforce.com, inc. (a)   12,408    3,030,902
        $28,199,376
Computer Software - Systems – 8.3%  
Apple, Inc. (s)   109,838 $ 15,043,412
EPAM Systems, Inc. (a)   1,900      970,824
Rapid7, Inc. (a)   7,416      701,776
ServiceNow, Inc. (a)   2,950    1,621,173
Square, Inc., “A” (a)   4,394    1,071,257
TransUnion   14,924    1,638,804
Zebra Technologies Corp., “A” (a)   2,014    1,066,393
        $22,113,639
Construction – 1.6%  
AvalonBay Communities, Inc., REIT   4,081 $     851,664
AZEK Co. LLC (a)   11,878      504,340
D.R. Horton, Inc.   2,369      214,087
Masco Corp.   15,271      899,615
Otis Worldwide Corp.   7,481      611,721
Sherwin-Williams Co.   1,410      384,154
Vulcan Materials Co.   4,046      704,287
           $4,169,868
Consumer Products – 1.3%  
Colgate-Palmolive Co.   13,651 $   1,110,509
International Flavors & Fragrances, Inc.   3,143      469,564
Kimberly-Clark Corp.   6,439      861,409
Procter & Gamble Co.   8,217    1,108,720
           $3,550,202
Consumer Services – 0.8%  
Bright Horizons Family Solutions, Inc. (a)   3,608 $     530,773
Grand Canyon Education, Inc. (a)   8,725      784,988
Uber Technologies, Inc. (a)   17,700      887,124
           $2,202,885
Containers – 0.3%  
Ball Corp.   8,686 $     703,740
Electrical Equipment – 1.1%  
AMETEK, Inc.   5,348 $     713,958
Amphenol Corp., “A”   1,839      125,806
Johnson Controls International PLC   10,108      693,712
 
4


MFS Core Equity Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Electrical Equipment – continued  
Sensata Technologies Holding PLC (a)   20,044 $   1,161,951
TE Connectivity Ltd.   2,629      355,467
           $3,050,894
Electronics – 4.3%  
Advanced Micro Devices (a)   15,221 $   1,429,709
Applied Materials, Inc.   16,845    2,398,728
Broadcom, Inc.   4,374    2,085,698
Intel Corp.   25,187    1,413,998
Lam Research Corp.   2,191    1,425,684
Monolithic Power Systems, Inc.   1,503      561,295
NXP Semiconductors N.V.   2,384      490,437
Silicon Laboratories, Inc. (a)   1,453      222,672
Texas Instruments, Inc.   8,081    1,553,976
        $11,582,197
Energy - Independent – 0.9%  
ConocoPhillips   14,822 $     902,660
Diamondback Energy, Inc.   5,770      541,745
Pioneer Natural Resources Co.   3,180      516,814
Valero Energy Corp.   6,961      543,515
           $2,504,734
Energy - Integrated – 0.8%  
Chevron Corp.   20,355 $   2,131,983
Engineering - Construction – 0.3%  
APi Group, Inc. (a)   26,046 $     544,101
Comfort Systems USA, Inc.   2,550      200,914
             $745,015
Food & Beverages – 2.3%  
Archer Daniels Midland Co.   11,869 $     719,261
Coca-Cola Co.   7,207      389,971
Coca-Cola Europacific Partners PLC   6,851      406,401
Hostess Brands, Inc. (a)   23,162      374,993
J.M. Smucker Co.   2,961      383,657
Mondelez International, Inc.   25,427    1,587,662
Nomad Foods Ltd. (a)   19          537
Oatly Group AB, ADR (a)   11,747      287,332
PepsiCo, Inc.   13,430    1,989,923
           $6,139,737
Food & Drug Stores – 1.0%  
Wal-Mart Stores, Inc.   18,996 $   2,678,816
Forest & Paper Products – 0.5%  
Rayonier, Inc., REIT   34,528 $   1,240,591
Gaming & Lodging – 0.6%  
Marriott International, Inc., “A” (a)   5,822 $     794,819
Penn National Gaming, Inc. (a)   2,022      154,663
Wyndham Hotels & Resorts, Inc.   9,240      667,960
           $1,617,442
General Merchandise – 0.9%  
Dollar General Corp.   10,730 $   2,321,865
Issuer     Shares/Par Value ($)
Common Stocks – continued
Health Maintenance Organizations – 1.5%  
Cigna Corp.   10,297 $   2,441,110
Humana, Inc.   3,582    1,585,823
           $4,026,933
Insurance – 3.2%  
Aon PLC   11,200 $   2,674,112
Arthur J. Gallagher & Co.   9,533    1,335,383
Assurant, Inc.   4,978      777,464
Chubb Ltd.   8,236    1,309,030
Everest Re Group Ltd.   1,581      398,428
Hartford Financial Services Group, Inc.   13,320      825,440
MetLife, Inc.   10,983      657,332
Reinsurance Group of America, Inc.   3,310      377,340
SiriusPoint Ltd. (a)   28,165      283,622
           $8,638,151
Internet – 5.7%  
Alphabet, Inc., “A” (a)   4,047 $   9,881,924
Facebook, Inc., “A” (a)   15,230    5,295,623
        $15,177,547
Leisure & Toys – 0.8%  
Electronic Arts, Inc.   11,702 $   1,683,099
Roblox Corp., “A” (a)   5,786      520,624
           $2,203,723
Machinery & Tools – 2.5%  
Caterpillar, Inc.   4,515 $     982,599
Eaton Corp. PLC   6,745      999,474
IDEX Corp.   1,898      417,655
Ingersoll Rand, Inc. (a)   17,121      835,676
PACCAR, Inc.   9,610      857,693
Regal Beloit Corp.   4,492      599,727
Roper Technologies, Inc.   2,863    1,346,183
Trane Technologies PLC   3,965      730,115
           $6,769,122
Major Banks – 3.7%  
Bank of America Corp.   97,734 $   4,029,573
Goldman Sachs Group, Inc.   8,971    3,404,764
PNC Financial Services Group, Inc.   13,220    2,521,847
           $9,956,184
Medical & Health Technology & Services – 2.0%  
Guardant Health, Inc. (a)   1,841 $     228,634
ICON PLC (a)   13,890    2,871,202
IDEXX Laboratories, Inc. (a)   422      266,514
LifeStance Health Group, Inc. (a)   16,500      459,690
McKesson Corp.   8,167    1,561,857
           $5,387,897
Medical Equipment – 4.5%  
Align Technology, Inc. (a)   1,061 $     648,271
Becton, Dickinson and Co.   6,098    1,482,973
Boston Scientific Corp. (a)   40,443    1,729,343
Danaher Corp.   5,442    1,460,415
Maravai Lifesciences Holdings, Inc., “A” (a)   23,985    1,000,894
Medtronic PLC   19,434    2,412,342
PerkinElmer, Inc.   5,622      868,093
 
5


MFS Core Equity Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Medical Equipment – continued  
Quidel Corp. (a)   5,700 $     730,284
STERIS PLC   8,793    1,813,996
        $12,146,611
Natural Gas - Pipeline – 0.3%  
Cheniere Energy, Inc. (a)   3,808 $     330,306
Enterprise Products Partners LP   19,795      477,653
             $807,959
Network & Telecom – 0.5%  
Equinix, Inc., REIT   1,803 $   1,447,088
Oil Services – 0.5%  
Cactus, Inc., “A”   10,315 $     378,767
ChampionX Corp. (a)   35,512      910,883
           $1,289,650
Other Banks & Diversified Financials – 4.5%  
American Express Co.   6,895 $   1,139,261
Bank OZK   18,014      759,470
Moody's Corp.   2,929    1,061,382
Northern Trust Corp.   6,309      729,447
SVB Financial Group (a)   714      397,291
Truist Financial Corp.   38,533    2,138,581
U.S. Bancorp   15,997      911,349
United Community Bank, Inc.   6,788      217,284
Visa, Inc., “A”   19,840    4,638,989
        $11,993,054
Pharmaceuticals – 4.7%  
Eli Lilly & Co.   10,140 $   2,327,333
Johnson & Johnson   23,187    3,819,826
Merck & Co., Inc.   42,703    3,321,012
Organon & Co. (a)   21,100      638,486
Zoetis, Inc.   13,183    2,456,784
        $12,563,441
Pollution Control – 0.3%  
GFL Environmental, Inc.   19,789 $     631,665
U.S. Ecology, Inc. (a)   4,888      183,398
             $815,063
Printing & Publishing – 0.1%  
Warner Music Group Corp.   6,708 $     241,756
Railroad & Shipping – 1.3%  
Canadian Pacific Railway Ltd.   21,315 $   1,639,337
Kansas City Southern Co.   6,717    1,903,396
           $3,542,733
Real Estate – 1.3%  
Broadstone Net Lease, Inc.   24,872 $     582,253
Empire State Realty Trust, REIT, “A”   46,693      560,316
Extra Space Storage, Inc., REIT   4,960      812,547
Lexington Realty Trust, REIT   27,814      332,377
STORE Capital Corp., REIT   22,223      766,916
Sun Communities, Inc., REIT   1,847      316,576
           $3,370,985
Issuer     Shares/Par Value ($)
Common Stocks – continued
Real Estate - Other – 0.3%  
EPR Properties, REIT (a)   16,194 $     853,100
Restaurants – 1.2%  
Performance Food Group Co. (a)   7,169 $     347,625
Starbucks Corp.   18,267    2,042,433
Wendy's Co.   33,712      789,535
           $3,179,593
Specialty Chemicals – 1.9%  
Air Products & Chemicals, Inc.   2,530 $     727,830
Ashland Global Holdings, Inc.   7,284      637,350
Atotech, Ltd. (a)   22,378      571,310
Avient Corp.   13,601      668,625
Axalta Coating Systems Ltd. (a)   21,104      643,461
Diversey Holdings Ltd. (a)   34,439      616,803
DuPont de Nemours, Inc.   10,775      834,093
Univar Solutions, Inc. (a)   14,434      351,901
           $5,051,373
Specialty Stores – 6.5%  
Amazon.com, Inc. (a)(s)   3,266 $ 11,235,562
Burlington Stores, Inc. (a)   2,116      681,331
Farfetch Ltd., “A” (a)   12,896      649,443
Home Depot, Inc.   10,794    3,442,099
Petco Health & Wellness Co., Inc. (a)   18,540      415,481
Ross Stores, Inc.   5,880      729,120
ThredUp, Inc. (a)   2,983       86,746
Urban Outfitters, Inc. (a)   6,836      281,780
        $17,521,562
Telecommunications - Wireless – 2.1%  
SBA Communications Corp., REIT   5,280 $   1,682,736
T-Mobile USA, Inc. (a)   26,558    3,846,395
           $5,529,131
Tobacco – 0.5%  
Philip Morris International, Inc.   12,350 $   1,224,008
Trucking – 0.1%  
J.B. Hunt Transport Services, Inc.   2,434 $     396,620
Utilities - Electric Power – 2.5%  
American Electric Power Co., Inc.   7,504 $     634,763
CenterPoint Energy, Inc.   30,509      748,081
DTE Energy Co.   2,719      352,382
Duke Energy Corp.   4,493      443,549
Evergy, Inc.   7,565      457,153
Exelon Corp.   15,819      700,940
NextEra Energy, Inc.   21,416    1,569,365
PG&E Corp. (a)   50,087      509,385
Pinnacle West Capital Corp.   3,794      310,994
Southern Co.   8,189      495,516
Xcel Energy, Inc.   8,411      554,117
           $6,776,245
Total Common Stocks (Identified Cost, $157,450,811)   $ 267,478,302
 
6


MFS Core Equity Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Investment Companies (h) – 0.8%
Money Market Funds – 0.8%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $2,219,319)     2,219,319 $   2,219,319
Securities Sold Short – (0.6)%
Medical & Health Technology & Services – (0.4)%
Healthcare Services Group, Inc.     (36,581) $ (1,154,862)
Telecommunications - Wireless – (0.2)%
Crown Castle International Corp., REIT     (2,286) $    (445,999)
Total Securities Sold Short
(Proceeds Received, $1,340,382)
 $ (1,600,861)
Other Assets, Less Liabilities – (0.1)%       (343,948)
Net Assets – 100.0% $ 267,752,812
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $2,219,319 and $267,478,302, respectively.      
(s) Security or a portion of the security was pledged to cover collateral requirements for securities sold short.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
REIT Real Estate Investment Trust
SPAC Special Purpose Acquisition Company
At June 30, 2021, the fund had cash collateral of $31,450 and other liquid securities with an aggregate value of $3,999,405 to cover any collateral or margin obligations for securities sold short. Restricted cash and/or deposits with brokers in the Statement of Assets and Liabilities are comprised of cash collateral.
See Notes to Financial Statements
7


MFS Core Equity Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $157,450,811) $267,478,302
Investments in affiliated issuers, at value (identified cost, $2,219,319) 2,219,319
Cash 2,333
Deposits with brokers for  
Securities sold short 31,450
Receivables for  
Investments sold 290,519
Fund shares sold 307,642
Dividends 166,739
Other assets 1,184
Total assets $270,497,488
Liabilities  
Payables for  
Securities sold short, at value (proceeds received, $1,340,382) $1,600,861
Investments purchased 671,449
Fund shares reacquired 392,050
Payable to affiliates  
Investment adviser 10,820
Administrative services fee 251
Shareholder servicing costs 107
Distribution and/or service fees 956
Accrued expenses and other liabilities 68,182
Total liabilities $2,744,676
Net assets $267,752,812
Net assets consist of  
Paid-in capital $125,877,897
Total distributable earnings (loss) 141,874,915
Net assets $267,752,812
Shares of beneficial interest outstanding 8,398,810
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $197,965,613 6,185,905 $32.00
Service Class 69,787,199 2,212,905 31.54
See Notes to Financial Statements
8


MFS Core Equity Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $1,427,408
Other 8,296
Dividends from affiliated issuers 5,436
Income on securities loaned 20
Foreign taxes withheld (1,797)
Total investment income $1,439,363
Expenses  
Management fee $928,444
Distribution and/or service fees 75,760
Shareholder servicing costs 9,660
Administrative services fee 21,326
Independent Trustees' compensation 2,673
Custodian fee 5,128
Shareholder communications 13,559
Audit and tax fees 29,292
Legal fees 1,339
Dividend and interest expense on securities sold short 27,444
Interest expense and fees 434
Miscellaneous 15,101
Total expenses $1,130,160
Reduction of expenses by investment adviser (14,820)
Net expenses $1,115,340
Net investment income (loss) $324,023
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $11,685,721
Securities sold short (325,119)
Foreign currency 45
Net realized gain (loss) $11,360,647
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $22,608,176
Securities sold short (24,231)
Translation of assets and liabilities in foreign currencies (19)
Net unrealized gain (loss) $22,583,926
Net realized and unrealized gain (loss) $33,944,573
Change in net assets from operations $34,268,596
See Notes to Financial Statements
9


MFS Core Equity Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $324,023 $1,048,577
Net realized gain (loss) 11,360,647 19,666,571
Net unrealized gain (loss) 22,583,926 16,236,950
Change in net assets from operations $34,268,596 $36,952,098
Total distributions to shareholders $— $(11,731,291)
Change in net assets from fund share transactions $1,095,192 $(7,064,004)
Total change in net assets $35,363,788 $18,156,803
Net assets    
At beginning of period 232,389,024 214,232,221
At end of period $267,752,812 $232,389,024
See Notes to Financial Statements
10


MFS Core Equity Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $27.88 $24.81 $21.68 $25.21 $21.67 $21.28
Income (loss) from investment operations            
Net investment income (loss) (d) $0.05 $0.14 $0.18 $0.20 $0.17 $0.21(c)
Net realized and unrealized gain (loss) 4.07 4.38 6.59 (0.78) 5.04 2.16
Total from investment operations $4.12 $4.52 $6.77 $(0.58) $5.21 $2.37
Less distributions declared to shareholders            
From net investment income $— $(0.18) $(0.21) $(0.18) $(0.23) $(0.17)
From net realized gain (1.27) (3.43) (2.77) (1.44) (1.81)
Total distributions declared to shareholders $— $(1.45) $(3.64) $(2.95) $(1.67) $(1.98)
Net asset value, end of period (x) $32.00 $27.88 $24.81 $21.68 $25.21 $21.67
Total return (%) (k)(r)(s)(x) 14.78(n) 18.71 33.19 (3.83) 24.82 11.38(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.85(a) 0.87 0.88 0.87 0.87 0.84(c)
Expenses after expense reductions (f) 0.84(a) 0.86 0.87 0.86 0.86 0.82(c)
Net investment income (loss) 0.32(a) 0.56 0.75 0.79 0.72 1.00(c)
Portfolio turnover 19(n) 46 37 40 39 60
Net assets at end of period (000 omitted) $197,966 $177,571 $167,488 $144,991 $171,038 $156,040
Supplemental Ratios (%):            
Ratios of expenses to average net assets after expense reductions excluding short sale expenses and interest expense and fees (f) 0.82(a) 0.83 0.83 0.83 0.84 0.80(c)
    
See Notes to Financial Statements
11


MFS Core Equity Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $27.50 $24.50 $21.44 $24.96 $21.47 $21.10
Income (loss) from investment operations            
Net investment income (loss) (d) $0.01 $0.08 $0.12 $0.14 $0.11 $0.16(c)
Net realized and unrealized gain (loss) 4.03 4.31 6.51 (0.78) 4.99 2.13
Total from investment operations $4.04 $4.39 $6.63 $(0.64) $5.10 $2.29
Less distributions declared to shareholders            
From net investment income $— $(0.12) $(0.14) $(0.11) $(0.17) $(0.11)
From net realized gain (1.27) (3.43) (2.77) (1.44) (1.81)
Total distributions declared to shareholders $— $(1.39) $(3.57) $(2.88) $(1.61) $(1.92)
Net asset value, end of period (x) $31.54 $27.50 $24.50 $21.44 $24.96 $21.47
Total return (%) (k)(r)(s)(x) 14.69(n) 18.39 32.87 (4.07) 24.50 11.07(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.10(a) 1.12 1.13 1.12 1.12 1.09(c)
Expenses after expense reductions (f) 1.09(a) 1.11 1.12 1.11 1.11 1.07(c)
Net investment income (loss) 0.08(a) 0.32 0.50 0.54 0.47 0.75(c)
Portfolio turnover 19(n) 46 37 40 39 60
Net assets at end of period (000 omitted) $69,787 $54,818 $46,744 $41,195 $46,453 $42,883
Supplemental Ratios (%):            
Ratios of expenses to average net assets after expense reductions excluding short sale expenses and interest expense and fees (f) 1.07(a) 1.08 1.08 1.08 1.09 1.06(c)
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower. Excluding the effect of the proceeds received from a non-recurring litigation settlement against Household International, Inc., the total return for the year ended December 31, 2017 would have been lower by approximately 0.78%.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
12


MFS Core Equity Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Core Equity Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities and equity securities sold short, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Equity securities sold short, for which there were no sales reported that day, are generally valued at the last quoted daily ask quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from
13


MFS Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities $267,478,302 $— $— $267,478,302
Mutual Funds 2,219,319 2,219,319
Total $269,697,621 $— $— $269,697,621
Securities Sold Short $(1,600,861) $— $— $(1,600,861)
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Short Sales — The fund entered into short sales whereby it sells a security it does not own in anticipation of a decline in the value of that security. The fund will realize a gain if the security price decreases and a loss if the security price increases between the date of the short sale and the date on which the fund replaces the borrowed security. Losses from short sales can exceed the proceeds of the security sold; and they can also exceed the potential loss from an ordinary buy and sell transaction. The amount of any premium, dividends, or interest the fund may be required to pay in connection with a short sale will be recognized as a fund expense. During the six months ended June 30, 2021, this expense amounted to $27,444. The fund segregates cash or marketable securities in an amount that, when combined with the amount of proceeds from the short sale deposited with the broker, at least equals the current market value of the security sold short.
Security Loans — Under its Securities Lending Agency Agreement with the fund, State Street Bank and Trust Company, as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. Security loans can be terminated at the discretion of either the lending agent or the fund and the related securities must be returned within the earlier of the standard trade settlement period for such securities or within three business days. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the market value of the securities loaned. On loans collateralized by cash, the cash collateral is invested in a money market fund. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. The lending agent provides the fund with indemnification against Borrower default. In the event of Borrower default, the
14


MFS Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
lending agent will, for the benefit of the fund, either purchase securities identical to those loaned or, when such purchase is commercially impracticable, pay the fund the market value of the loaned securities. In return, the lending agent assumes the fund's rights to the related collateral. If the collateral value is less than the cost to purchase identical securities, the lending agent is responsible for the shortfall, but only to the extent that such shortfall is not due to a decline in collateral value resulting from collateral reinvestment for which the fund bears the risk of loss. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the remainder is allocated between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is separately reported in the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income. At June 30, 2021, there were no securities on loan or collateral outstanding.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to wash sale loss deferrals and partnership adjustments.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $3,863,247
Long-term capital gains 7,868,044
Total distributions $11,731,291
The federal tax cost and the tax basis components of distributable earnings were as follows:
15


MFS Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
As of 6/30/21  
Cost of investments $160,190,593
Gross appreciation 110,894,263
Gross depreciation (1,387,235)
Net unrealized appreciation (depreciation) $109,507,028
As of 12/31/20  
Undistributed ordinary income 2,101,522
Undistributed long-term capital gain 18,669,766
Other temporary differences 172,427
Net unrealized appreciation (depreciation) 86,662,604
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $9,114,275
Service Class   2,617,016
Total $—   $11,731,291
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.75%
In excess of $1 billion and up to $2.5 billion 0.65%
In excess of $2.5 billion 0.60%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $14,820, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.74% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as short sale dividend and interest expenses incurred in connection with the fund's investment activity), such that total annual operating expenses do not exceed 0.84% of average daily net assets for the Initial Class shares and 1.09% of average daily net assets for the Service Class shares. This written agreement will terminate on July 31, 2021. For the six months ended June 30, 2021, the fund’s actual operating expenses did not exceed the limit and therefore, the investment adviser did not pay any portion of the fund’s expenses related to this agreement.
Effective August 1, 2021, the investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, (such as short sale dividend and interest expenses incurred in connection with the fund’s investment activity), such that total annual operating expenses do not exceed 0.81% of average daily net assets for the Initial Class shares and 1.06% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
16


MFS Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $9,292, which equated to 0.0075% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $368.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0172% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
The fund is permitted to engage in purchase and sale transactions with funds and accounts for which MFS serves as investment adviser or sub-adviser (“cross-trades”) pursuant to a policy adopted by the Board of Trustees. This policy has been designed to ensure that cross-trades conducted by the fund comply with Rule 17a-7 under the Investment Company Act of 1940. During the six months ended June 30, 2021, the fund engaged in purchase and sale transactions pursuant to this policy, which amounted to $34,096 and $52,779, respectively. The sales transactions resulted in net realized gains (losses) of $12,438.
The adviser has voluntarily undertaken to reimburse the fund from its own resources on a quarterly basis for the cost of investment research embedded in the cost of the fund’s securities trades. This agreement may be rescinded at any time. For the six months ended June 30, 2021, this reimbursement amounted to $8,102, which is included in “Other” income in the Statement of Operations.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short sales and short-term obligations, aggregated $47,884,839 and $47,445,390, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 394,454 $11,888,071   328,117 $8,057,874
Service Class 459,070 13,688,409   404,275 9,377,983
  853,524 $25,576,480   732,392 $17,435,857
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   354,090 $9,114,275
Service Class   102,951 2,617,016
  $—   457,041 $11,731,291
17


MFS Core Equity Portfolio
Notes to Financial Statements (unaudited) - continued
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares reacquired          
Initial Class (578,420) $(17,460,148)   (1,063,282) $(26,098,196)
Service Class (239,207) (7,021,140)   (422,060) (10,132,956)
  (817,627) $(24,481,288)   (1,485,342) $(36,231,152)
Net change          
Initial Class (183,966) $(5,572,077)   (381,075) $(8,926,047)
Service Class 219,863 6,667,269   85,166 1,862,043
  35,897 $1,095,192   (295,909) $(7,064,004)
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $432 and $0, respectively, and are included in “Interest expense and fees” in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $1,489,118 $30,541,316 $29,811,115 $— $— $2,219,319
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $5,436 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
18


MFS Core Equity Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
19


MFS Core Equity Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
20



Semiannual Report
June 30, 2021
MFS®  Emerging Markets
Equity Portfolio
MFS® Variable Insurance Trust II
FCE-SEM


MFS® Emerging Markets Equity Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Emerging Markets Equity Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Emerging Markets Equity Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Taiwan Semiconductor Manufacturing Co. Ltd. 8.5%
Samsung Electronics Co. Ltd. 6.6%
Alibaba Group Holding Ltd., ADR 6.0%
Tencent Holdings Ltd. 3.9%
Prosus N.V. 3.6%
Sberbank of Russia 2.9%
Yum China Holdings, Inc. 2.8%
NetEase.com, Inc., ADR 2.5%
AIA Group Ltd. 2.4%
Tata Consultancy Services Ltd. 2.4%
GICS equity sectors (g)
Consumer Discretionary 20.5%
Financials 19.6%
Information Technology 19.1%
Communication Services 11.5%
Consumer Staples 10.8%
Materials 6.7%
Industrials 3.9%
Energy 2.7%
Real Estate 2.5%
Health Care 1.4%
Utilities 0.3%
Issuer country weightings (x)
China 28.4%
South Korea 13.3%
India 10.4%
Taiwan 10.2%
Russia 7.9%
Brazil 6.3%
Hong Kong 5.7%
Netherlands 3.6%
Mexico 2.6%
Other Countries 11.6%
Currency exposure weightings (y)
Hong Kong Dollar 24.0%
South Korean Won 13.3%
Taiwan Dollar 10.2%
Indian Rupee 9.2%
Russian Ruble 7.4%
Chinese Renminbi 7.3%
Brazilian Real 6.3%
United States Dollar 5.7%
Euro 5.5%
Other Currencies 11.1%
 
(g) The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and S&P Global Market Intelligence Inc. (“S&P Global Market Intelligence”). GICS is a service mark of MSCI and S&P Global Market Intelligence and has been licensed for use by MFS. MFS has applied its own internal sector/industry classification methodology for equity securities and non-equity securities that are unclassified by GICS.
(x) Represents the portfolio’s exposure to issuer countries as a percentage of the portfolio’s net assets. For purposes of this presentation, United States (included in Other Countries) includes Cash & Cash Equivalents.
(y) Represents the portfolio’s exposure to a particular currency as a percentage of a portfolio's net assets. For purposes of this presentation, United States Dollar includes Cash & Cash Equivalents.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Emerging Markets Equity Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 1.23% $1,000.00 $1,048.61 $6.25
Hypothetical (h) 1.23% $1,000.00 $1,018.70 $6.16
Service Class Actual 1.48% $1,000.00 $1,047.06 $7.51
Hypothetical (h) 1.48% $1,000.00 $1,017.46 $7.40
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS Emerging Markets Equity Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 99.0%
Airlines – 0.6%  
Shanghai International Air Co., Ltd.   40,500 $    301,676
Alcoholic Beverages – 4.4%  
Ambev S.A., ADR   195,211 $    671,526
China Resources Beer Holdings Co. Ltd.   76,000     682,740
Kweichow Moutai Co. Ltd., “A”   2,500     795,758
        $2,150,024
Automotive – 3.6%  
Hero MotoCorp Ltd.   9,708 $    379,099
Mahindra & Mahindra Ltd.   72,459     758,124
PT United Tractors Tbk   444,400     620,628
        $1,757,851
Biotechnology – 0.8%  
Hugel, Inc. (a)   1,900 $    404,245
Brokerage & Asset Managers – 2.7%  
B3 Brasil Bolsa Balcao S.A.   159,800 $    540,399
Moscow Exchange MICEX-RTS PJSC   325,017     758,662
        $1,299,061
Business Services – 2.4%  
Tata Consultancy Services Ltd.   25,365 $ 1,141,732
Chemicals – 1.4%  
UPL Ltd.   63,561 $    677,981
Computer Software - Systems – 7.8%  
Hon Hai Precision Industry Co. Ltd.   142,000 $    570,803
Samsung Electronics Co. Ltd.   44,351 3,178,196
        $3,748,999
Construction – 3.2%  
Gree Electric Appliances, Inc.   128,600 $ 1,036,928
Techtronic Industries Co. Ltd.   30,000     523,937
        $1,560,865
Consumer Services – 3.1%  
51job, Inc., ADR (a)   8,828 $    686,554
MakeMyTrip Ltd. (a)   19,146     575,337
New Oriental Education & Technology Group, Inc. (a)   27,714     226,978
        $1,488,869
Electronics – 8.5%  
Taiwan Semiconductor Manufacturing Co. Ltd.   191,258 $ 4,084,289
Energy - Integrated – 1.4%  
LUKOIL PJSC, ADR   7,346 $    680,387
Engineering - Construction – 0.8%  
Doosan Bobcat, Inc. (a)   9,078 $    386,932
Issuer     Shares/Par Value ($)
Common Stocks – continued
Food & Beverages – 4.5%  
Gruma S.A.B. de C.V.   36,453 $    407,449
Inner Mongolia Yili Industrial Group Co. Ltd., “A”   125,541     715,579
Orion Corp.   5,552     584,213
Tingyi (Cayman Islands) Holding Corp.   228,000     455,160
        $2,162,401
Forest & Paper Products – 0.7%  
Suzano S.A. (a)   26,300 $    316,258
Gaming & Lodging – 0.5%  
Kangwon Land, Inc. (a)   10,506 $    250,954
General Merchandise – 3.0%  
Bim Birlesik Magazalar A.S.   52,634 $    375,709
Lojas Renner S.A.   75,852     674,521
Walmart de Mexico S.A.B. de C.V.   126,783     413,854
        $1,464,084
Insurance – 5.4%  
AIA Group Ltd.   92,000 $ 1,143,438
Ping An Insurance Co. of China Ltd., “H”   81,000     793,381
Samsung Fire & Marine Insurance Co. Ltd.   3,319     649,860
        $2,586,679
Internet – 14.4%  
Alibaba Group Holding Ltd., ADR (a)   12,823 $ 2,908,000
NAVER Corp.   2,597     962,791
NetEase.com, Inc., ADR   10,415 1,200,329
Tencent Holdings Ltd.   24,800 1,865,358
        $6,936,478
Leisure & Toys – 3.6%  
Prosus N.V.   17,941 $ 1,754,429
Major Banks – 2.3%  
ABSA Group Ltd. (a)   44,944 $    427,157
China Construction Bank Corp.   876,670     689,882
        $1,117,039
Metals & Mining – 2.3%  
Alrosa PJSC   213,790 $    392,877
Lundin Mining Corp.   26,418     238,265
Vale S.A., ADR   20,924     477,276
        $1,108,418
Network & Telecom – 0.5%  
VTech Holdings Ltd.   22,400 $    235,849
Other Banks & Diversified Financials – 9.2%  
Banco de Chile   2,327,818 $    229,774
Credicorp Ltd. (a)   2,454     297,204
E.Sun Financial Holding Co. Ltd.   265,769     250,865
Grupo Financiero Inbursa S.A. de C.V. (a)   170,624     168,792
HDFC Bank Ltd.   25,005     503,901
Housing Development Finance Corp. Ltd.   25,646     854,033
Komercni Banka A.S. (a)   9,804     345,085
 
4


MFS Emerging Markets Equity Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Other Banks & Diversified Financials – continued  
Public Bank Berhad   138,800 $    137,413
Sberbank of Russia   336,423 1,406,375
Tisco Financial Group PLC   85,500     236,092
        $4,429,534
Pharmaceuticals – 0.6%  
Genomma Lab Internacional S.A., “B” (a)   269,576 $    278,177
Precious Metals & Minerals – 1.6%  
Gold Fields Ltd., ADR   58,748 $    522,857
Polymetal International PLC   11,677     251,095
            $773,952
Real Estate – 2.5%  
ESR Cayman Ltd. (a)   123,800 $    417,753
Hang Lung Properties Ltd.   104,000     252,623
Multiplan Empreendimentos Imobiliarios S.A.   80,111     378,505
Swire Properties Ltd.   56,000     166,969
        $1,215,850
Restaurants – 2.8%  
Yum China Holdings, Inc.   20,254 $ 1,341,828
Specialty Chemicals – 0.8%  
PTT Global Chemical PLC   197,600 $    363,757
Issuer     Shares/Par Value ($)
Common Stocks – continued
Telecommunications - Wireless – 0.7%  
Mobile TeleSystems PJSC, ADR   36,692 $    339,768
Telephone Services – 2.4%  
Hellenic Telecommunications Organization S.A.   54,671 $    917,290
PT Telekom Indonesia   1,134,800     246,525
        $1,163,815
Tobacco – 0.2%  
PT Hanjaya Mandala Sampoerna Tbk   1,272,450 $    106,623
Utilities - Electric Power – 0.3%  
CESC Ltd.   14,042 $    145,445
Total Common Stocks (Identified Cost, $30,404,943)   $47,774,249
Investment Companies (h) – 1.1%
Money Market Funds – 1.1%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $553,741)     553,741 $    553,741
Other Assets, Less Liabilities – (0.1)%       (46,793)
Net Assets – 100.0% $48,281,197
    
 
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $553,741 and $47,774,249, respectively.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
See Notes to Financial Statements
5


MFS Emerging Markets Equity Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $30,404,943) $47,774,249
Investments in affiliated issuers, at value (identified cost, $553,741) 553,741
Cash 29,590
Foreign currency, at value (identified cost, $9) 8
Receivables for  
Investments sold 82,559
Fund shares sold 3,196
Dividends 119,130
Receivable from investment adviser 10,442
Other assets 437
Total assets $48,573,352
Liabilities  
Payables for  
Investments purchased $37,637
Fund shares reacquired 47,953
Payable to affiliates  
Administrative services fee 96
Shareholder servicing costs 43
Distribution and/or service fees 357
Deferred country tax expense payable 109,909
Accrued expenses and other liabilities 96,160
Total liabilities $292,155
Net assets $48,281,197
Net assets consist of  
Paid-in capital $28,450,595
Total distributable earnings (loss) 19,830,602
Net assets $48,281,197
Shares of beneficial interest outstanding 2,690,429
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $22,320,264 1,231,877 $18.12
Service Class 25,960,933 1,458,552 17.80
See Notes to Financial Statements
6


MFS Emerging Markets Equity Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $648,429
Other 5,827
Dividends from affiliated issuers 222
Foreign taxes withheld (81,495)
Total investment income $572,983
Expenses  
Management fee $246,034
Distribution and/or service fees 32,365
Shareholder servicing costs 4,022
Administrative services fee 8,679
Independent Trustees' compensation 1,511
Custodian fee 47,287
Shareholder communications 5,049
Audit and tax fees 40,011
Legal fees 192
Miscellaneous 11,697
Total expenses $396,847
Reduction of expenses by investment adviser (75,987)
Net expenses $320,860
Net investment income (loss) $252,123
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers (net of $4,054 country tax) $2,899,588
Foreign currency (4,060)
Net realized gain (loss) $2,895,528
Change in unrealized appreciation or depreciation  
Unaffiliated issuers (net of $5,489 increase in deferred country tax) $(936,575)
Translation of assets and liabilities in foreign currencies (473)
Net unrealized gain (loss) $(937,048)
Net realized and unrealized gain (loss) $1,958,480
Change in net assets from operations $2,210,603
See Notes to Financial Statements
7


MFS Emerging Markets Equity Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $252,123 $339,255
Net realized gain (loss) 2,895,528 489,572
Net unrealized gain (loss) (937,048) 3,857,039
Change in net assets from operations $2,210,603 $4,685,866
Total distributions to shareholders $— $(3,615,028)
Change in net assets from fund share transactions $92,272 $(1,773,884)
Total change in net assets $2,302,875 $(703,046)
Net assets    
At beginning of period 45,978,322 46,681,368
At end of period $48,281,197 $45,978,322
See Notes to Financial Statements
8


MFS Emerging Markets Equity Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $17.28 $17.04 $14.75 $17.19 $12.59 $11.59
Income (loss) from investment operations            
Net investment income (loss) (d) $0.11 $0.14 $0.28 $0.11 $0.06 $0.15(c)
Net realized and unrealized gain (loss) 0.73 1.47 2.63 (2.49) 4.71 0.93
Total from investment operations $0.84 $1.61 $2.91 $(2.38) $4.77 $1.08
Less distributions declared to shareholders            
From net investment income $— $(0.50) $(0.11) $(0.06) $(0.17) $(0.08)
From net realized gain (0.87) (0.51)
Total distributions declared to shareholders $— $(1.37) $(0.62) $(0.06) $(0.17) $(0.08)
Net asset value, end of period (x) $18.12 $17.28 $17.04 $14.75 $17.19 $12.59
Total return (%) (k)(r)(s)(x) 4.86(n) 10.63 20.45 (13.89) 37.98 9.28(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.55(a) 1.73 1.55 1.50 1.53 1.34(c)
Expenses after expense reductions (f) 1.23(a) 1.23 1.29 1.37 1.40 1.13(c)
Net investment income (loss) 1.22(a) 0.94 1.76 0.65 0.41 1.29(c)
Portfolio turnover 19(n) 48 21 31 27 47
Net assets at end of period (000 omitted) $22,320 $20,335 $21,065 $20,887 $28,026 $22,605
    
See Notes to Financial Statements
9


MFS Emerging Markets Equity Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $16.99 $16.78 $14.53 $16.94 $12.41 $11.42
Income (loss) from investment operations            
Net investment income (loss) (d) $0.08 $0.11 $0.24 $0.07 $0.02 $0.12(c)
Net realized and unrealized gain (loss) 0.73 1.43 2.58 (2.46) 4.64 0.91
Total from investment operations $0.81 $1.54 $2.82 $(2.39) $4.66 $1.03
Less distributions declared to shareholders            
From net investment income $— $(0.46) $(0.06) $(0.02) $(0.13) $(0.04)
From net realized gain (0.87) (0.51)
Total distributions declared to shareholders $— $(1.33) $(0.57) $(0.02) $(0.13) $(0.04)
Net asset value, end of period (x) $17.80 $16.99 $16.78 $14.53 $16.94 $12.41
Total return (%) (k)(r)(s)(x) 4.77(n) 10.33 20.11 (14.13) 37.66 9.04(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.80(a) 1.98 1.80 1.75 1.78 1.58(c)
Expenses after expense reductions (f) 1.48(a) 1.48 1.54 1.62 1.65 1.37(c)
Net investment income (loss) 0.96(a) 0.71 1.52 0.40 0.16 1.02(c)
Portfolio turnover 19(n) 48 21 31 27 47
Net assets at end of period (000 omitted) $25,961 $25,643 $25,616 $23,973 $29,665 $24,307
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
10


MFS Emerging Markets Equity Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Emerging Markets Equity Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in foreign securities, including securities of emerging market issuers. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions. Investments in emerging markets can involve additional and greater risks than the risks associated with investments in developed foreign markets. Emerging markets can have less developed markets, greater custody and operational risk, less developed legal, regulatory, accounting, and auditing systems, and greater political, social, and economic instability than developed markets.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share.
Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
11


MFS Emerging Markets Equity Portfolio
Notes to Financial Statements (unaudited) - continued
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities:        
China $13,700,151 $— $— $13,700,151
South Korea 6,417,191 6,417,191
India 5,035,652 5,035,652
Taiwan 4,905,957 4,905,957
Russia 1,271,250 2,557,914 3,829,164
Brazil 3,058,485 3,058,485
Hong Kong 2,740,569 2,740,569
Netherlands 1,754,429 1,754,429
Mexico 1,268,272 1,268,272
Other Countries 4,464,530 599,849 5,064,379
Mutual Funds 553,741 553,741
Total $45,170,227 $3,157,763 $— $48,327,990
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
12


MFS Emerging Markets Equity Portfolio
Notes to Financial Statements (unaudited) - continued
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to wash sale loss deferrals and foreign taxes.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $1,860,481
Long-term capital gains 1,754,547
Total distributions $3,615,028
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $32,347,599
Gross appreciation 17,166,575
Gross depreciation (1,186,184)
Net unrealized appreciation (depreciation) $15,980,391
As of 12/31/20  
Undistributed ordinary income 171,727
Capital loss carryforwards (9,363)
Other temporary differences (20,326)
Net unrealized appreciation (depreciation) 17,477,961
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
As of December 31, 2020, the fund had capital loss carryforwards available to offset future realized gains. These net capital losses may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Such losses are characterized as follows:
13


MFS Emerging Markets Equity Portfolio
Notes to Financial Statements (unaudited) - continued
Long-Term $(9,363)
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $1,583,859
Service Class   2,031,169
Total $—   $3,615,028
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $500 million 1.05%
In excess of $500 million 1.00%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $2,799, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 1.04% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 1.23% of average daily net assets for the Initial Class shares and 1.48% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, this reduction amounted to $73,188, which is included in the reduction of total expenses in the Statement of Operations.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $3,845, which equated to 0.0164% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $177.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0370% of the fund's average daily net assets.
14


MFS Emerging Markets Equity Portfolio
Notes to Financial Statements (unaudited) - continued
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
The adviser has voluntarily undertaken to reimburse the fund from its own resources on a quarterly basis for the cost of investment research embedded in the cost of the fund’s securities trades. This agreement may be rescinded at any time. For the six months ended June 30, 2021, this reimbursement amounted to $5,812, which is included in “Other” income in the Statement of Operations.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $9,100,683 and $8,732,038, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 173,081 $3,132,388   79,334 $1,140,804
Service Class 81,120 1,447,058   264,438 3,399,163
  254,201 $4,579,446   343,772 $4,539,967
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   105,240 $1,583,859
Service Class   137,148 2,031,169
  $—   242,388 $3,615,028
Shares reacquired          
Initial Class (118,169) $(2,150,885)   (243,942) $(3,723,611)
Service Class (131,504) (2,336,289)   (419,024) (6,205,268)
  (249,673) $(4,487,174)   (662,966) $(9,928,879)
Net change          
Initial Class 54,912 $981,503   (59,368) $(998,948)
Service Class (50,384) (889,231)   (17,438) (774,936)
  4,528 $92,272   (76,806) $(1,773,884)
The fund is one of several mutual funds in which certain MFS funds may invest. The MFS funds do not invest in the underlying funds for the purpose of exercising management or control. At the end of the period, the MFS Growth Allocation Portfolio was the owner of record of approximately 7% of the value of outstanding voting shares of the fund.
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established
15


MFS Emerging Markets Equity Portfolio
Notes to Financial Statements (unaudited) - continued
unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $82 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $506,370 $7,265,713 $7,218,342 $— $— $553,741
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $222 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
16


MFS Emerging Markets Equity Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
17


MFS Emerging Markets Equity Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
18



Semiannual Report
June 30, 2021
MFS®  Global
Governments Portfolio
MFS® Variable Insurance Trust II
WGS-SEM


MFS® Global Governments Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Global Governments Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Global Governments Portfolio
Portfolio Composition
Portfolio structure (i)
Fixed income sectors (i)
Non-U.S. Government Bonds 53.3%
U.S. Treasury Securities 27.5%
Emerging Markets Bonds 11.8%
Municipal Bonds 1.4%
Commercial Mortgage-Backed Securities 0.6%
U.S. Government Agencies 0.4%
Investment Grade Corporates 0.3%
Collateralized Debt Obligations 0.1%
Mortgage-Backed Securities (o) 0.0%
Composition including fixed income credit quality (a)(i)
AAA 6.8%
AA 11.1%
A 13.0%
BBB 24.1%
BB 9.4%
B 0.1%
U.S. Government 27.5%
Federal Agencies 0.4%
Not Rated 3.0%
Cash & Cash Equivalents 2.4%
Other 2.2%
Portfolio facts (i)
Average Duration (d) 7.9
Average Effective Maturity (m) 9.8 yrs.
Issuer country weightings (i)(x)
United States 34.9%
Italy 17.6%
Japan 14.1%
Greece 8.2%
Spain 5.7%
Belgium 3.8%
United Kingdom 3.4%
Sweden 2.3%
Australia 2.1%
Other Countries 7.9%
Currency exposure weightings (i)(y)
United States Dollar 42.9%
Euro 22.7%
Japanese Yen 17.7%
British Pound Sterling 7.3%
Canadian Dollar 2.4%
Norwegian Krone 2.0%
Australian Dollar 1.9%
South Korean Won 0.5%
Swedish Krona (0.7)%
Other Currencies 3.3%
 
(a) For all securities other than those specifically described below, ratings are assigned to underlying securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. If none of the 3 rating agencies above assign a rating, but the security is rated by DBRS Morningstar, then the DBRS Morningstar rating is assigned. If none of the 4 ratings agencies listed above rate the security, but the security is rated by the Kroll Bond Rating Agency (KBRA), then the KBRA rating is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). Securities rated BBB or higher are considered investment grade. All ratings are subject to change. U.S. Government includes securities issued by the U.S. Department of the Treasury. Federal Agencies includes rated and unrated U.S. Agency fixed-income securities, U.S. Agency mortgage-backed securities, and collateralized mortgage obligations of U.S. Agency mortgage-backed securities. Not Rated includes fixed income securities and fixed income derivatives that have not been rated by any rating agency. The fund may or may not have held all of these instruments on this date. The fund is not rated by these agencies.
(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value due to the interest rate move.
2


MFS Global Governments Portfolio
Portfolio Composition - continued
(i) For purposes of this presentation, the components include the value of securities, and reflect the impact of the equivalent exposure of derivative positions, if any. These amounts may be negative from time to time. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than value. The bond component will include any accrued interest amounts.
(m) In determining each instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.
(o) Less than 0.1%.
(x) Represents the portfolio’s exposure to issuer countries as a percentage of a portfolio’s net assets. For purposes of this presentation, United States includes Cash & Cash Equivalents and Other.
(y) Represents the portfolio’s exposure to a particular currency as a percentage of a portfolio's net assets. For purposes of this presentation, United States Dollar includes Cash & Cash Equivalents.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
3


MFS Global Governments Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.76% $1,000.00 $950.39 $3.68
Hypothetical (h) 0.76% $1,000.00 $1,021.03 $3.81
Service Class Actual 1.01% $1,000.00 $949.39 $4.88
Hypothetical (h) 1.01% $1,000.00 $1,019.79 $5.06
(h) 5% fund return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
4


MFS Global Governments Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Bonds – 97.2%
Foreign Bonds – 67.0%
Australia – 2.1%
Commonwealth of Australia, 5.5%, 4/21/2023   AUD 750,000 $     617,450
Commonwealth of Australia, 1%, 12/21/2030     1,850,000    1,331,259
Commonwealth of Australia, 1.75%, 6/21/2051     995,000      658,944
           $2,607,653
Belgium – 3.8%
Kingdom of Belgium, 1%, 6/22/2026   EUR 2,000,000 $   2,545,316
Kingdom of Belgium, 0.4%, 6/22/2040 (n)     1,775,000    2,024,201
Kingdom of Belgium, 1.6%, 6/22/2047     155,000      216,886
           $4,786,403
Brazil – 0.7%
Federative Republic of Brazil, 10%, 1/01/2023   BRL 4,389,000 $     916,066
Canada – 2.5%
Government of Canada, 0.25%, 8/01/2022   CAD 3,850,000 $   3,104,723
China – 1.6%
Republic of China, 2.68%, 5/21/2030   CNY 8,500,000 $   1,265,900
Republic of China, 3.81%, 9/14/2050     4,500,000      714,247
           $1,980,147
Cote d'Ivoire – 0.1%
Republic of Cote d'Ivoire, 6.875%, 10/17/2040   EUR 100,000 $     129,353
Cyprus – 0.9%
Republic of Cyprus, 0%, 2/09/2026   EUR 1,000,000 $   1,191,679
France – 0.2%
Republic of France, 4%, 4/25/2055 (n)   EUR 115,000 $     258,132
Germany – 0.2%
Landwirtschaftliche Rentenbank (Federal Republic of Germany), 0.5%, 5/27/2025   $ 300,000 $     297,399
Greece – 8.1%
Hellenic Republic (Republic of Greece), 4.375%, 8/01/2022   EUR 1,500,000 $   1,869,862
Hellenic Republic (Republic of Greece), 3.45%, 4/02/2024     1,000,000    1,307,380
Hellenic Republic (Republic of Greece), 3.875%, 3/12/2029     3,250,000    4,814,381
Hellenic Republic (Republic of Greece), 0.75%, 6/18/2031 (n)     1,935,000    2,277,966
        $10,269,589
Issuer     Shares/Par Value ($)
Bonds – continued
Foreign Bonds – continued
Ireland – 0.5%
Republic of Ireland, 3.9%, 3/20/2023   EUR 500,000 $     638,588
Italy – 17.5%
Republic of Italy, 2.15%, 12/15/2021   EUR 2,000,000 $   2,400,978
Republic of Italy, 0.95%, 3/15/2023     1,500,000    1,818,844
Republic of Italy, 0.35%, 2/01/2025     6,200,000    7,470,895
Republic of Italy, 2%, 2/01/2028     2,730,000    3,579,194
Republic of Italy, 3.5%, 3/01/2030     2,585,000    3,805,714
Republic of Italy, 1.65%, 3/01/2032     500,000      639,954
Republic of Italy, 2.45%, 9/01/2033     1,000,000    1,378,183
Republic of Italy, 2.25%, 9/01/2036     190,000      256,469
Republic of Italy, 5%, 9/01/2040     328,000      617,219
Republic of Italy, 3.25%, 9/01/2046     110,000      171,167
        $22,138,617
Japan – 14.1%
Government of Japan, 1%, 3/20/2022   JPY 100,000,000 $     907,250
Government of Japan, 0.8%, 6/20/2023     60,000,000      549,746
Government of Japan, 2.9%, 11/20/2030     235,000,000    2,682,103
Government of Japan, 1.7%, 12/20/2031     497,000,000    5,224,014
Government of Japan, 0.4%, 9/20/2040     610,000,000    5,457,961
Government of Japan, 0.6%, 9/20/2050     150,000,000    1,320,424
Government of Japan, 0.4%, 3/20/2056     90,000,000      727,866
Japan Bank for International Cooperation, 0.625%, 7/15/2025   $ 300,000      296,889
Japan Finance Organization for Municipalities, 0.625%, 9/02/2025 (n)     250,000      245,727
Japan International Cooperation Agency, 1%, 7/22/2030     250,000      235,655
Tokyo Metropolitan Government , 0.75%, 7/16/2025 (n)     250,000      247,382
        $17,895,017
New Zealand – 0.5%
Government of New Zealand, 5.5%, 4/15/2023   NZD 800,000 $     608,706
Norway – 1.0%
City of Oslo, 1.6%, 5/05/2022   NOK 6,000,000 $     702,385
Kingdom of Norway, 2%, 5/24/2023 (n)     5,000,000      595,457
           $1,297,842
Portugal – 0.5%
Republic of Portugal, 4.95%, 10/25/2023   EUR 500,000 $     669,612
 
5


MFS Global Governments Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Foreign Bonds – continued
Romania – 0.1%
Republic of Romania, 2.625%, 12/02/2040 (n)   EUR 100,000 $     117,486
Saudi Arabia – 0.2%
Kingdom of Saudi Arabia, 2.25%, 2/02/2033 (n)   $ 200,000 $     194,290
Serbia – 0.1%
Republic of Serbia, 2.125%, 12/01/2030 (n)   $ 200,000 $     189,500
South Africa – 0.2%
Republic of South Africa, 8.25%, 3/31/2032   ZAR 5,000,000 $     319,756
Spain – 5.7%
Kingdom of Spain, 0.4%, 4/30/2022   EUR 1,000,000 $   1,195,274
Kingdom of Spain, 0.35%, 7/30/2023     1,600,000    1,930,435
Kingdom of Spain, 3.8%, 4/30/2024     1,000,000    1,328,929
Kingdom of Spain, 4.7%, 7/30/2041     215,000      421,196
Kingdom of Spain, 5.15%, 10/31/2044     370,000      792,330
Spanish Govermnent Bonds, 0.1%, 4/30/2031 (n)     1,300,000    1,494,266
           $7,162,430
Supranational – 0.4%
Corporacion Andina de Fomento, 1.625%, 9/23/2025   $ 300,000 $     302,316
Inter-American Development Bank, 0.625%, 7/15/2025     250,000      248,866
             $551,182
Sweden – 2.3%
Kingdom of Sweden, 0.75%, 11/12/2029   SEK 18,845,000 $   2,295,020
Kommuninvest I Sverige AB, 0.375%, 2/16/2024 (n)   $ 300,000      299,160
Swedish Export Credit Corp., 0.625%, 5/14/2025     300,000      297,566
           $2,891,746
United Kingdom – 3.4%
United Kingdom Treasury, 4.75%, 12/07/2030   GBP 590,000 $   1,115,596
United Kingdom Treasury, 1.75%, 9/07/2037     225,000      340,300
United Kingdom Treasury, 3.25%, 1/22/2044     330,000      638,807
United Kingdom Treasury, 4.25%, 12/07/2046     275,000      630,340
United Kingdom Treasury, 3.75%, 7/22/2052     214,000      489,006
United Kingdom Treasury, 4%, 1/22/2060     195,000      507,097
United Kingdom Treasury, 3.5%, 7/22/2068     230,000      593,891
           $4,315,037
Issuer     Shares/Par Value ($)
Bonds – continued
Foreign Bonds – continued
Uruguay – 0.3%
Oriental Republic of Uruguay, 8.25%, 5/21/2031   UYU 14,000,000 $     327,453
Total Foreign Bonds      $ 84,858,406
U.S. Bonds – 30.2%
Asset-Backed & Securitized – 0.7%
Cantor Commercial Real Estate, 2019-CF3, “A4”, 3.005%, 1/15/2053   $ 315,000 $     337,651
Citigroup Commercial Mortgage Trust, 2019-C7, “A4”, 3.102%, 12/15/2072     233,275      253,657
Commercial Mortgage Pass-Through Certificates, 2019-BN24, “A3”, 2.96%, 11/15/2062     170,384      183,405
Galaxy CLO Ltd., 2018-29A, “A”, FLR, 0.945% (LIBOR - 3mo. + 0.79%), 11/15/2026 (n)     123,660      123,603
             $898,316
Consumer Services – 0.2%
Conservation Fund, 3.474%, 12/15/2029   $ 158,000 $     169,077
Industrial – 0.1%
Howard University, Washington D.C., 2.638%, 10/01/2021   $ 26,000 $      26,138
Howard University, Washington D.C., 2.738%, 10/01/2022     28,000       28,672
Howard University, Washington D.C., 2.801%, 10/01/2023     30,000       30,692
Howard University, Washington D.C., AGM, 2.416%, 10/01/2024     33,000       33,873
Howard University, Washington D.C., AGM, 2.516%, 10/01/2025     42,000       43,246
             $162,621
Mortgage-Backed – 0.0%
Freddie Mac, 1.262%, 9/25/2030 (i)   $ 329,805 $      32,648
Municipals – 1.4%
California Earthquake Authority Rev., “B”, 1.227%, 7/01/2021   $ 25,000 $      25,000
California Earthquake Authority Rev., “B”, 1.327%, 7/01/2022     80,000       80,794
California Earthquake Authority Rev., “B”, 1.477%, 7/01/2023     60,000       61,157
Chicago, IL, Board of Education, “E”, BAM, 6.138%, 12/01/2039     250,000      334,309
Florida State Board of Administration Finance Corp. Rev., “A”, 1.705%, 7/01/2027     236,000      239,820
Illinois Sales Tax Securitization Corp., Second Lien, “B”, BAM, 3.411%, 1/01/2043     240,000      259,343
Massachusetts Educational Financing Authority, Education Loan Rev., “A”, 2.562%, 7/01/2026     20,000       20,906
Massachusetts Educational Financing Authority, Education Loan Rev., “A”, 2.682%, 7/01/2027     100,000      104,456
 
6


MFS Global Governments Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
U.S. Bonds – continued
Municipals – continued
Michigan Finance Authority Hospital Rev. (Trinity Health Credit Group), 3.384%, 12/01/2040   $ 285,000 $     311,531
Port Authority of NY & NJ, “AAA”, 1.086%, 7/01/2023     210,000      212,673
West Virginia Tobacco Settlement Financing Authority Asset-Backed Refunding, “A-1”, 1.497%, 6/01/2024     80,000       81,094
West Virginia Tobacco Settlement Financing Authority Asset-Backed Refunding, “A-1”, 1.647%, 6/01/2025     65,000       65,796
           $1,796,879
U.S. Government Agencies and Equivalents – 0.4%
Small Business Administration, 4.57%, 6/01/2025   $ 1,983 $       2,077
Small Business Administration, 5.09%, 10/01/2025     1,910        2,019
Small Business Administration, 5.21%, 1/01/2026     26,592       28,274
Small Business Administration, 2.22%, 3/01/2033     353,581      365,507
Tennessee Valley Authority, 0.75%, 5/15/2025     96,000       96,574
             $494,451
U.S. Treasury Obligations – 27.4%
U.S. Treasury Bonds, 4.5%, 8/15/2039   $ 2,546,400 $   3,590,225
U.S. Treasury Bonds, 2.75%, 11/15/2042     2,061,000    2,320,799
U.S. Treasury Bonds, 3.625%, 2/15/2044     1,940,000    2,507,526
Issuer     Shares/Par Value ($)
Bonds – continued
U.S. Bonds – continued
U.S. Treasury Obligations – continued
U.S. Treasury Bonds, 3%, 2/15/2048   $ 505,000 $     601,976
U.S. Treasury Bonds, 3%, 2/15/2049     3,580,000    4,286,071
U.S. Treasury Note, 2.875%, 8/15/2028     850,000      945,326
U.S. Treasury Notes, 1.625%, 4/30/2023     6,000,000    6,151,875
U.S. Treasury Notes, 0.125%, 1/15/2024     6,200,000    6,162,461
U.S. Treasury Notes, 2.125%, 5/15/2025     7,120,700    7,518,736
U.S. Treasury Notes, 1.5%, 8/15/2026 (f)     520,000      535,437
        $34,620,432
Total U.S. Bonds        $ 38,174,424
Total Bonds (Identified Cost, $119,607,163)   $ 123,032,830
Investment Companies (h) – 2.3%
Money Market Funds – 2.3%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $2,941,480)     2,941,479 $   2,941,480
Other Assets, Less Liabilities – 0.5%        601,031
Net Assets – 100.0%   $ 126,575,341
    
 
(f) All or a portion of the security has been segregated as collateral for open futures contracts.
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $2,941,480 and $123,032,830, respectively.
(i) Interest only security for which the fund receives interest on notional principal (Par amount). Par amount shown is the notional principal and does not reflect the cost of the security.
(n) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was $8,067,170, representing 6.4% of net assets.
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.
The following abbreviations are used in this report and are defined:
AGM Assured Guaranty Municipal
BAM Build America Mutual
CLO Collateralized Loan Obligation
FLR Floating Rate. Interest rate resets periodically based on the parenthetically disclosed reference rate plus a spread (if any). The period-end rate reported may not be the current rate. All reference rates are USD unless otherwise noted.
LIBOR London Interbank Offered Rate
Abbreviations indicate amounts shown in currencies other than the U.S. dollar. All amounts are stated in U.S. dollars unless otherwise indicated. A list of abbreviations is shown below:
AUD Australian Dollar
BRL Brazilian Real
7


MFS Global Governments Portfolio
Portfolio of Investments (unaudited) – continued
CAD Canadian Dollar
CLP Chilean Peso
CNH Chinese Yuan Renminbi (Offshore)
CNY China Yuan Renminbi
CZK Czech Koruna
DKK Danish Krone
EUR Euro
GBP British Pound
HUF Hungarian Forint
JPY Japanese Yen
KRW South Korean Won
MXN Mexican Peso
NOK Norwegian Krone
NZD New Zealand Dollar
PLN Polish Zloty
SEK Swedish Krona
THB Thai Baht
UYU Uruguayan Peso
ZAR South African Rand
Derivative Contracts at 6/30/21
Forward Foreign Currency Exchange Contracts
Currency
Purchased
Currency
Sold
Counterparty Settlement Date Unrealized
Appreciation
(Depreciation)
Asset Derivatives
BRL 1,590,000 USD 316,603 Citibank N.A. 8/03/2021 $ 1,988
BRL 1,604,000 USD 317,762 Goldman Sachs International 8/03/2021 3,634
CAD 1,591,000 USD 1,273,972 Brown Brothers Harriman 7/16/2021 9,493
CAD 802,000 USD 642,697 JPMorgan Chase Bank N.A. 7/16/2021 4,280
CNY 1,567,000 USD 239,610 Barclays Bank PLC 9/10/2021 1,766
GBP 2,917,461 USD 4,025,683 Merrill Lynch International 7/16/2021 10,214
GBP 1,092,902 USD 1,509,322 Morgan Stanley Capital Services, Inc. 7/16/2021 2,553
KRW 717,084,000 USD 634,116 JPMorgan Chase Bank N.A. 8/17/2021 2,500
MXN 1,267,000 USD 62,906 HSBC Bank 7/16/2021 544
NOK 5,412,000 USD 624,887 Deutsche Bank AG 7/16/2021 3,718
USD 2,095,354 AUD 2,694,924 Deutsche Bank AG 7/16/2021 74,147
USD 221,371 AUD 286,077 Morgan Stanley Capital Services, Inc. 7/16/2021 6,812
USD 1,371,029 AUD 1,765,240 State Street Bank Corp. 7/16/2021 47,089
USD 528,623 CAD 650,576 Deutsche Bank AG 7/16/2021 3,800
USD 1,874,076 CAD 2,270,449 Morgan Stanley Capital Services, Inc. 7/16/2021 42,497
USD 634,440 EUR 521,000 Barclays Bank PLC 7/16/2021 16,483
USD 824,918 EUR 676,811 Barclays Bank PLC 8/12/2021 21,717
USD 79,578 EUR 65,000 BNP Paribas S.A. 7/16/2021 2,481
USD 637,383 EUR 522,000 Brown Brothers Harriman 7/16/2021 18,239
USD 636,583 EUR 530,117 Citibank N.A. 7/16/2021 7,812
USD 7,556,865 EUR 6,252,699 Deutsche Bank AG 7/16/2021 140,542
USD 9,386,360 EUR 7,864,398 JPMorgan Chase Bank N.A. 7/16/2021 58,405
USD 2,390,229 EUR 1,966,310 Merrill Lynch International 7/16/2021 57,990
USD 5,187,428 EUR 4,338,837 Morgan Stanley Capital Services, Inc. 7/16/2021 41,137
USD 366,890 EUR 302,000 State Street Bank Corp. 7/16/2021 8,688
USD 865,896 GBP 613,315 Deutsche Bank AG 7/16/2021 17,462
USD 1,919,990 GBP 1,386,836 JPMorgan Chase Bank N.A. 7/16/2021 1,497
USD 636,090 GBP 459,000 Morgan Stanley Capital Services, Inc. 7/16/2021 1,128
USD 649,012 GBP 458,000 State Street Bank Corp. 7/16/2021 15,434
USD 114,115 JPY 12,462,000 Brown Brothers Harriman 7/16/2021 1,928
USD 1,320,740 JPY 144,857,458 Citibank N.A. 7/16/2021 16,689
USD 273,548 JPY 29,859,669 JPMorgan Chase Bank N.A. 7/16/2021 4,743
8


MFS Global Governments Portfolio
Portfolio of Investments (unaudited) – continued
Forward Foreign Currency Exchange Contracts - continued
Currency
Purchased
Currency
Sold
Counterparty Settlement Date Unrealized
Appreciation
(Depreciation)
Asset Derivatives - continued
USD 1,329,104 JPY 145,847,778 State Street Bank Corp. 7/16/2021 $ 16,137
USD 942,523 NOK 7,860,000 Brown Brothers Harriman 7/16/2021 29,582
USD 643,462 NOK 5,355,000 Citibank N.A. 7/16/2021 21,478
USD 1,381,412 NZD 1,935,507 Deutsche Bank AG 7/16/2021 28,521
USD 954,176 NZD 1,338,000 State Street Bank Corp. 7/16/2021 18,934
USD 1,584,708 SEK 13,458,000 Brown Brothers Harriman 7/16/2021 11,954
USD 1,085,881 SEK 9,162,719 JPMorgan Chase Bank N.A. 7/16/2021 15,090
USD 628,882 SEK 5,309,000 Merrill Lynch International 7/16/2021 8,452
USD 626,998 SEK 5,230,819 Morgan Stanley Capital Services, Inc. 7/16/2021 15,704
USD 626,282 SEK 5,202,808 State Street Bank Corp. 7/16/2021 18,262
USD 617,033 THB 19,381,000 JPMorgan Chase Bank N.A. 7/21/2021 12,353
USD 133,266 ZAR 1,846,168 State Street Bank Corp. 7/16/2021 4,208
            $ 848,085
Liability Derivatives
AUD 818,000 USD 629,736 Goldman Sachs International 7/16/2021 $ (16,231)
AUD 1,260,000 USD 981,004 JPMorgan Chase Bank N.A. 7/16/2021 (35,998)
AUD 2,005,860 USD 1,549,534 Morgan Stanley Capital Services, Inc. 7/16/2021 (45,128)
AUD 364,783 USD 283,698 State Street Bank Corp. 7/16/2021 (10,109)
CAD 351,000 USD 291,755 Brown Brothers Harriman 7/16/2021 (8,602)
CAD 3,804,868 USD 3,130,070 Morgan Stanley Capital Services, Inc. 7/16/2021 (60,671)
CLP 221,841,000 USD 310,055 Citibank N.A. 8/13/2021 (8,297)
CNH 2,045,000 USD 317,644 NatWest Markets PLC 7/16/2021 (1,712)
CZK 13,549,000 USD 632,206 Brown Brothers Harriman 7/16/2021 (2,259)
DKK 2,939,237 USD 474,406 Morgan Stanley Capital Services, Inc. 7/16/2021 (5,599)
EUR 1,090,000 USD 1,316,823 Brown Brothers Harriman 7/16/2021 (23,975)
EUR 708,225 USD 850,115 Citibank N.A. 7/16/2021 (10,089)
EUR 2,990,510 USD 3,635,279 Deutsche Bank AG 7/16/2021 (88,236)
EUR 885,430 USD 1,071,991 HSBC Bank 7/16/2021 (21,784)
EUR 84,000 USD 101,175 JPMorgan Chase Bank N.A. 7/16/2021 (1,542)
EUR 1,293,099 USD 1,567,976 State Street Bank Corp. 7/16/2021 (34,232)
GBP 759,741 USD 1,070,245 Brown Brothers Harriman 7/16/2021 (19,250)
GBP 451,000 USD 638,280 Citibank N.A. 7/16/2021 (14,385)
GBP 473,000 USD 667,609 Goldman Sachs International 7/16/2021 (13,280)
GBP 402,000 USD 562,020 NatWest Markets PLC 7/16/2021 (5,910)
GBP 429,000 USD 609,545 State Street Bank Corp. 7/16/2021 (16,084)
HUF 186,646,000 USD 636,453 State Street Bank Corp. 7/16/2021 (6,730)
JPY 772,729,081 USD 7,118,488 Citibank N.A. 7/16/2021 (162,144)
JPY 170,298,178 USD 1,568,624 Morgan Stanley Capital Services, Inc. 7/16/2021 (35,547)
MXN 6,279,000 USD 316,009 State Street Bank Corp. 7/16/2021 (1,564)
NOK 12,677,161 USD 1,518,189 Brown Brothers Harriman 7/16/2021 (45,735)
NOK 5,406,000 USD 634,751 Citibank N.A. 7/16/2021 (6,843)
NZD 448,000 USD 320,105 Brown Brothers Harriman 7/16/2021 (6,960)
NZD 878,000 USD 640,299 Citibank N.A. 7/16/2021 (26,591)
NZD 965,875 USD 694,434 Deutsche Bank AG 7/16/2021 (19,301)
NZD 966,929 USD 703,687 State Street Bank Corp. 7/16/2021 (27,818)
PLN 2,398,000 USD 634,629 Brown Brothers Harriman 7/16/2021 (5,679)
SEK 2,633,000 USD 318,150 Brown Brothers Harriman 7/16/2021 (10,447)
SEK 2,542,000 USD 306,838 JPMorgan Chase Bank N.A. 7/16/2021 (9,770)
SEK 5,356,000 USD 643,421 State Street Bank Corp. 7/16/2021 (17,498)
USD 278,130 BRL 1,395,378 Banco Santander S.A 8/03/2021 (1,464)
USD 655,912 BRL 3,447,605 JPMorgan Chase Bank N.A. 8/03/2021 (34,890)
USD 2,265,278 CAD 2,834,281 Merrill Lynch International 7/16/2021 (21,146)
9


MFS Global Governments Portfolio
Portfolio of Investments (unaudited) – continued
Forward Foreign Currency Exchange Contracts - continued
Currency
Purchased
Currency
Sold
Counterparty Settlement Date Unrealized
Appreciation
(Depreciation)
Liability Derivatives - continued
USD 656,258 CAD 823,000 Morgan Stanley Capital Services, Inc. 7/16/2021 $ (7,659)
USD 815,842 CNY 5,325,000 Barclays Bank PLC 9/10/2021 (4,405)
USD 1,379,411 CNY 9,105,000 JPMorgan Chase Bank N.A. 9/10/2021 (23,096)
USD 2,253 GBP 1,635 JPMorgan Chase Bank N.A. 7/16/2021 (8)
USD 39,497 GBP 28,655 State Street Bank Corp. 7/16/2021 (143)
USD 62,561 MXN 1,265,866 Goldman Sachs International 7/16/2021 (832)
USD 196,736 ZAR 2,865,681 JPMorgan Chase Bank N.A. 7/16/2021 (3,594)
            $(923,237)
Futures Contracts
Description Long/
Short
Currency Contracts Notional
Amount
Expiration
Date
Value/Unrealized
Appreciation
(Depreciation)
Liability Derivatives
Interest Rate Futures    
Canadian Treasury Bond 10 yr Short CAD 25 $2,934,818 September - 2021 $(30,334)
At June 30, 2021, the fund had cash collateral of $70,000 and other liquid securities with an aggregate value of $57,663 to cover any collateral or margin obligations for certain derivative contracts. Restricted cash and/or deposits with brokers in the Statement of Assets and Liabilities are comprised of cash collateral.
See Notes to Financial Statements
10


MFS Global Governments Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $119,607,163) $123,032,830
Investments in affiliated issuers, at value (identified cost, $2,941,480) 2,941,480
Restricted cash for  
Forward foreign currency exchange contracts 70,000
Receivables for  
Forward foreign currency exchange contracts 848,085
Fund shares sold 17,767
Interest 652,614
Receivable from investment adviser 7,586
Other assets 738
Total assets $127,571,100
Liabilities  
Payables for  
Forward foreign currency exchange contracts $923,237
Net daily variation margin on open futures contracts 6,032
Fund shares reacquired 4,211
Payable to affiliates  
Administrative services fee 150
Shareholder servicing costs 10
Distribution and/or service fees 11
Accrued expenses and other liabilities 62,108
Total liabilities $995,759
Net assets $126,575,341
Net assets consist of  
Paid-in capital $121,493,634
Total distributable earnings (loss) 5,081,707
Net assets $126,575,341
Shares of beneficial interest outstanding 11,395,457
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $125,782,636 11,322,568 $11.11
Service Class 792,705 72,889 10.88
See Notes to Financial Statements
11


MFS Global Governments Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Interest $751,199
Dividends from affiliated issuers 1,567
Other 29
Foreign taxes withheld (2,761)
Total investment income $750,034
Expenses  
Management fee $475,731
Distribution and/or service fees 982
Shareholder servicing costs 1,031
Administrative services fee 13,617
Independent Trustees' compensation 2,004
Custodian fee 11,613
Shareholder communications 2,934
Audit and tax fees 37,462
Legal fees 511
Miscellaneous 16,391
Total expenses $562,276
Reduction of expenses by investment adviser (78,525)
Net expenses $483,751
Net investment income (loss) $266,283
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers (net of $514 country tax) $1,921,673
Futures contracts 24,025
Forward foreign currency exchange contracts (514,467)
Foreign currency 17,932
Net realized gain (loss) $1,449,163
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $(8,362,265)
Futures contracts (22,039)
Forward foreign currency exchange contracts 105,155
Translation of assets and liabilities in foreign currencies (34,473)
Net unrealized gain (loss) $(8,313,622)
Net realized and unrealized gain (loss) $(6,864,459)
Change in net assets from operations $(6,598,176)
See Notes to Financial Statements
12


MFS Global Governments Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $266,283 $565,320
Net realized gain (loss) 1,449,163 4,900,087
Net unrealized gain (loss) (8,313,622) 6,923,550
Change in net assets from operations $(6,598,176) $12,388,957
Total distributions to shareholders $— $(1,660,302)
Change in net assets from fund share transactions $2,931,693 $(10,857,191)
Total change in net assets $(3,666,483) $(128,536)
Net assets    
At beginning of period 130,241,824 130,370,360
At end of period $126,575,341 $130,241,824
See Notes to Financial Statements
13


MFS Global Governments Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $11.69 $10.71 $10.34 $10.56 $9.87 $9.84
Income (loss) from investment operations            
Net investment income (loss) (d) $0.02 $0.05 $0.11 $0.11 $0.08 $0.07(c)
Net realized and unrealized gain (loss) (0.60) 1.08 0.53 (0.23) 0.61 (0.04)(g)
Total from investment operations $(0.58) $1.13 $0.64 $(0.12) $0.69 $0.03
Less distributions declared to shareholders            
From net investment income $— $(0.15) $(0.27) $(0.10) $— $—
Net asset value, end of period (x) $11.11 $11.69 $10.71 $10.34 $10.56 $9.87
Total return (%) (k)(r)(s)(x) (4.96)(n) 10.60 6.08 (1.11) 6.99 0.30(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.89(a) 0.90 0.88 0.87 0.86 0.83(c)
Expenses after expense reductions (f) 0.76(a) 0.83 0.87 0.86 0.85 0.82(c)
Net investment income (loss) 0.42(a) 0.46 1.01 1.05 0.77 0.66(c)
Portfolio turnover 76(n) 98 107 79 67 75
Net assets at end of period (000 omitted) $125,783 $129,401 $129,565 $135,008 $159,652 $162,211
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $11.46 $10.50 $10.14 $10.34 $9.69 $9.69
Income (loss) from investment operations            
Net investment income (loss) (d) $0.01 $0.02 $0.08 $0.08 $0.05 $0.04(c)
Net realized and unrealized gain (loss) (0.59) 1.06 0.51 (0.22) 0.60 (0.04)(g)
Total from investment operations $(0.58) $1.08 $0.59 $(0.14) $0.65 $0.00(w)
Less distributions declared to shareholders            
From net investment income $— $(0.12) $(0.23) $(0.06) $— $—
Net asset value, end of period (x) $10.88 $11.46 $10.50 $10.14 $10.34 $9.69
Total return (%) (k)(r)(s)(x) (5.06)(n) 10.35 5.79 (1.32) 6.71 0.00(c)(w)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.14(a) 1.15 1.13 1.12 1.11 1.08(c)
Expenses after expense reductions (f) 1.01(a) 1.08 1.12 1.11 1.10 1.07(c)
Net investment income (loss) 0.17(a) 0.20 0.76 0.80 0.52 0.41(c)
Portfolio turnover 76(n) 98 107 79 67 75
Net assets at end of period (000 omitted) $793 $841 $806 $826 $1,034 $1,572
    
See Notes to Financial Statements
14


MFS Global Governments Portfolio
Financial Highlights - continued
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(g) The per share amount varies from the net realized and unrealized gain/loss for the period because of the timing of sales of fund shares and the per share amount of realized and unrealized gains and losses at such time.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(w) Per share amount was less than $0.01 and total return or ratio was less than 0.01%, as applicable.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
15


MFS Global Governments Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Global Governments Portfolio (the fund) is a non-diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Debt instruments and floating rate loans, including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Futures contracts are generally valued at last posted settlement price on their primary exchange as provided by a third-party pricing service. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation on their primary exchange as provided by a third-party pricing service. Forward foreign currency exchange contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in
16


MFS Global Governments Portfolio
Notes to Financial Statements (unaudited) - continued
good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments, such as futures contracts and forward foreign currency exchange contracts. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
U.S. Treasury Bonds & U.S. Government Agencies & Equivalents $— $35,114,883 $— $35,114,883
Non - U.S. Sovereign Debt 83,609,479 83,609,479
Municipal Bonds 1,796,879 1,796,879
U.S. Corporate Bonds 331,698 331,698
Residential Mortgage-Backed Securities 32,648 32,648
Commercial Mortgage-Backed Securities 774,713 774,713
Asset-Backed Securities (including CDOs) 123,603 123,603
Foreign Bonds 1,248,927 1,248,927
Mutual Funds 2,941,480 2,941,480
Total $2,941,480 $123,032,830 $— $125,974,310
Other Financial Instruments        
Futures Contracts – Liabilities $(30,334) $— $— $(30,334)
Forward Foreign Currency Exchange Contracts – Assets 848,085 848,085
Forward Foreign Currency Exchange Contracts – Liabilities (923,237) (923,237)
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
17


MFS Global Governments Portfolio
Notes to Financial Statements (unaudited) - continued
Derivatives — The fund uses derivatives primarily to increase or decrease exposure to a particular market or segment of the market, or security, to increase or decrease interest rate or currency exposure, or as alternatives to direct investments. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund uses derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.
The derivative instruments used by the fund during the period were futures contracts and forward foreign currency exchange contracts. Depending on the type of derivative, a fund may exit a derivative position by entering into an offsetting transaction with a counterparty or exchange, negotiating an agreement with the derivative counterparty, or novating the position to a third party. The fund's period end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract tables, generally are indicative of the volume of its derivative activity during the period.
The following table presents, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the fund at June 30, 2021 as reported in the Statement of Assets and Liabilities:
    Fair Value (a)
Risk Derivative Contracts Asset Derivatives Liability Derivatives
Interest Rate Interest Rate Futures $— $30,334
Foreign Exchange Forward Foreign Currency Exchange Contracts 848,085 923,237
Total   $848,085 $953,569
(a) Values presented in this table for futures contracts correspond to the values reported in the Portfolio of Investments. Only the current day net variation margin for futures contracts is separately reported within the Statement of Assets and Liabilities.
The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Futures
Contracts
Forward Foreign
Currency
Exchange
Contracts
Interest Rate $24,025 $—
Foreign Exchange (514,467)
Total $24,025 $(514,467)
The following table presents, by major type of derivative contract, the change in unrealized appreciation or depreciation on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Futures
Contracts
Forward Foreign
Currency
Exchange
Contracts
Interest Rate $(22,039) $—
Foreign Exchange 105,155
Total $(22,039) $105,155
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain, but not all, uncleared derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an ISDA Master Agreement on a bilateral basis. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the ISDA Master Agreement, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each agreement to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
Collateral and margin requirements differ by type of derivative. For cleared derivatives (e.g., futures contracts, cleared swaps, and exchange-traded options), margin requirements are set by the clearing broker and the clearing house and collateral, in the form of cash or securities, is posted by the fund directly with the clearing broker. Collateral terms are counterparty agreement specific for uncleared derivatives (e.g., forward foreign currency exchange contracts, uncleared swap agreements, and uncleared options) and
18


MFS Global Governments Portfolio
Notes to Financial Statements (unaudited) - continued
collateral, in the form of cash and securities, is held in segregated accounts with the fund's custodian in connection with these agreements. For derivatives traded under an ISDA Master Agreement, which contains a collateral support annex, the collateral requirements are netted across all transactions traded under such counterparty-specific agreement and an amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated or delivered to cover the fund's collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as restricted cash for uncleared derivatives and/or deposits with brokers for cleared derivatives. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments. The fund may be required to make payments of interest on uncovered collateral or margin obligations with the broker. Any such payments are included in “Miscellaneous” expense in the Statement of Operations.
Futures Contracts — The fund entered into futures contracts which may be used to hedge against or obtain broad market exposure, interest rate exposure, currency exposure, or to manage duration. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the fund is required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a specified percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gain or loss by the fund until the contract is closed or expires at which point the gain or loss on futures contracts is realized.
The fund bears the risk of interest rates, exchange rates or securities prices moving unexpectedly, in which case, the fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. While futures contracts may present less counterparty risk to the fund since the contracts are exchange traded and the exchange’s clearinghouse guarantees payments to the broker, there is still counterparty credit risk due to the insolvency of the broker. The fund’s maximum risk of loss due to counterparty credit risk is equal to the margin posted by the fund to the broker plus any gains or minus any losses on the outstanding futures contracts.
Forward Foreign Currency Exchange Contracts — The fund entered into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. These contracts may be used to hedge the fund’s currency risk or for non-hedging purposes. For hedging purposes, the fund may enter into contracts to deliver or receive foreign currency that the fund will receive from or use in its normal investment activities. The fund may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate movements. For non-hedging purposes, the fund may enter into contracts with the intent of changing the relative exposure of the fund’s portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.
Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on forward foreign currency exchange contracts.
Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of counterparties to meet the terms of their contracts. Generally, the fund’s maximum risk due to counterparty credit risk is the unrealized gain on the contract due to the use of Continuous Linked Settlement, a multicurrency cash settlement system for the centralized settlement of foreign transactions. This risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Interest income is recorded on the accrual basis. Interest payments received in additional securities are recorded on the ex-interest date in an amount equal to the value of the security on such date. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
19


MFS Global Governments Portfolio
Notes to Financial Statements (unaudited) - continued
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to amortization and accretion of debt securities, straddle loss deferrals, and derivative transactions.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $1,660,302
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $124,362,251
Gross appreciation 3,028,389
Gross depreciation (1,416,330)
Net unrealized appreciation (depreciation) $1,612,059
As of 12/31/20  
Undistributed ordinary income 2,952,140
Capital loss carryforwards (1,102,411)
Other temporary differences 31,173
Net unrealized appreciation (depreciation) 9,798,981
As of December 31, 2020, the fund had capital loss carryforwards available to offset future realized gains. These net capital losses may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Such losses are characterized as follows:
Short-Term $(300,608)
Long-Term (801,803)
Total $(1,102,411)
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
Initial Class $—   $1,651,619
Service Class   8,683
Total $—   $1,660,302
20


MFS Global Governments Portfolio
Notes to Financial Statements (unaudited) - continued
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $300 million 0.75%
In excess of $300 million and up to $1 billion 0.675%
In excess of $1 billion 0.625%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $7,576, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.74% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.76% of average daily net assets for the Initial Class shares and 1.01% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, this reduction amounted to $70,949, which is included in the reduction of total expenses in the Statement of Operations.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $949, which equated to 0.0015% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $82.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0215% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, were as follows:
  Purchases Sales
U.S. Government securities $31,294,898 $35,076,769
Non-U.S. Government securities 66,679,143 57,874,096
21


MFS Global Governments Portfolio
Notes to Financial Statements (unaudited) - continued
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 382,466 $4,391,453   1,052,245 $11,850,341
Service Class 4,520 49,558   7,826 87,385
  386,986 $4,441,011   1,060,071 $11,937,726
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   145,517 $1,651,619
Service Class   779 8,683
  $—   146,296 $1,660,302
Shares reacquired          
Initial Class (127,954) $(1,453,589)   (2,224,850) $(24,324,361)
Service Class (4,998) (55,729)   (11,946) (130,858)
  (132,952) $(1,509,318)   (2,236,796) $(24,455,219)
Net change          
Initial Class 254,512 $2,937,864   (1,027,088) $(10,822,401)
Service Class (478) (6,171)   (3,341) (34,790)
  254,034 $2,931,693   (1,030,429) $(10,857,191)
The fund is one of several mutual funds in which certain MFS funds may invest. The MFS funds do not invest in the underlying funds for the purpose of exercising management or control. At the end of the period, the MFS Moderate Allocation Portfolio, the MFS Conservative Allocation Portfolio, and the MFS Growth Allocation Portfolio were the owners of record of approximately 54%, 26%, and 11%, respectively, of the value of outstanding voting shares of the fund.
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $230 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $2,150,119 $45,278,649 $44,487,288 $— $— $2,941,480
    
22


MFS Global Governments Portfolio
Notes to Financial Statements (unaudited) - continued
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $1,567 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
23


MFS Global Governments Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
24


MFS Global Governments Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
25



Semiannual Report
June 30, 2021
MFS®  Global Growth Portfolio
MFS® Variable Insurance Trust II
WGO-SEM


MFS® Global Growth Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Global Growth Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Global Growth Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Alphabet, Inc., “A” 5.8%
Microsoft Corp. 4.5%
Alibaba Group Holding Ltd., ADR 3.3%
Apple, Inc. 2.4%
Accenture PLC, “A” 2.3%
Dollarama, Inc. 2.2%
Nestle S.A. 1.9%
Boston Scientific Corp. 1.9%
Tencent Holdings Ltd. 1.9%
American Tower Corp., REIT 1.9%
GICS equity sectors (g)
Information Technology 22.8%
Consumer Discretionary 15.1%
Health Care 14.9%
Communication Services 12.3%
Consumer Staples 12.3%
Industrials 8.8%
Financials 8.8%
Real Estate 1.9%
Materials 1.8%
Utilities 0.6%
Issuer country weightings (x)
United States 62.0%
China 6.1%
Canada 5.4%
Switzerland 5.2%
United Kingdom 4.4%
France 3.3%
Germany 2.6%
South Korea 2.5%
Japan 2.2%
Other Countries 6.3%
Currency exposure weightings (y)
United States Dollar 65.8%
Euro 6.8%
Swiss Franc 5.2%
Hong Kong Dollar 5.2%
British Pound Sterling 5.2%
Canadian Dollar 3.2%
South Korean Won 2.5%
Japanese Yen 2.2%
Indian Rupee 1.6%
Other Currencies 2.3%
 
(g) The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and S&P Global Market Intelligence Inc. (“S&P Global Market Intelligence”). GICS is a service mark of MSCI and S&P Global Market Intelligence and has been licensed for use by MFS. MFS has applied its own internal sector/industry classification methodology for equity securities and non-equity securities that are unclassified by GICS.
(x) Represents the portfolio’s exposure to issuer countries as a percentage of a portfolio’s net assets. For purposes of this presentation, United States includes Cash & Cash Equivalents.
(y) Represents the portfolio’s exposure to a particular currency as a percentage of a portfolio's net assets. For purposes of this presentation, United States Dollar includes Cash & Cash Equivalents.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Global Growth Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 1.00% $1,000.00 $1,111.43 $5.24
Hypothetical (h) 1.00% $1,000.00 $1,019.84 $5.01
Service Class Actual 1.25% $1,000.00 $1,109.86 $6.54
Hypothetical (h) 1.25% $1,000.00 $1,018.60 $6.26
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS Global Growth Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 99.3%
Alcoholic Beverages – 3.5%  
Diageo PLC   20,644 $    988,353
Kweichow Moutai Co. Ltd., “A”   1,700     541,115
Pernod Ricard S.A.   2,579     572,467
        $2,101,935
Apparel Manufacturers – 6.1%  
Adidas AG   3,066 $ 1,141,187
Burberry Group PLC   25,204     720,305
LVMH Moet Hennessy Louis Vuitton SE   1,130     886,074
NIKE, Inc., “B”   6,239     963,863
        $3,711,429
Brokerage & Asset Managers – 2.4%  
Blackstone Group, Inc.   4,898 $    475,792
Charles Schwab Corp.   13,256     965,169
        $1,440,961
Business Services – 9.1%  
Accenture PLC, “A”   4,701 $ 1,385,808
CGI, Inc. (a)   7,011     635,662
Cognizant Technology Solutions Corp., “A”   6,141     425,326
Equifax, Inc.   3,528     844,991
Fidelity National Information Services, Inc.   4,591     650,407
Fiserv, Inc. (a)   10,068 1,076,168
Verisk Analytics, Inc., “A”   3,066     535,692
        $5,554,054
Cable TV – 1.2%  
Charter Communications, Inc., “A” (a)   1,034 $    745,979
Computer Software – 4.5%  
Microsoft Corp.   10,179 $ 2,757,491
Computer Software - Systems – 3.1%  
Apple, Inc.   10,479 $ 1,435,204
Samsung Electronics Co. Ltd.   6,550     469,373
        $1,904,577
Construction – 2.0%  
Otis Worldwide Corp.   7,567 $    618,754
Sherwin-Williams Co.   2,296     625,545
        $1,244,299
Consumer Products – 6.0%  
Church & Dwight Co., Inc.   6,176 $    526,319
Colgate-Palmolive Co.   7,079     575,876
Estee Lauder Cos., Inc., “A”   1,529     486,344
KOSE Corp.   6,000     944,057
L'Oréal   729     324,846
Reckitt Benckiser Group PLC   9,183     812,601
        $3,670,043
Electrical Equipment – 3.5%  
Amphenol Corp., “A”   13,577 $    928,802
Fortive Corp.   8,323     580,446
TE Connectivity Ltd.   4,537     613,448
        $2,122,696
Issuer     Shares/Par Value ($)
Common Stocks – continued
Electronics – 3.3%  
Analog Devices, Inc.   3,336 $    574,326
Taiwan Semiconductor Manufacturing Co. Ltd., ADR   7,258     872,121
Texas Instruments, Inc.   2,968     570,746
        $2,017,193
Food & Beverages – 2.8%  
Danone S.A.   3,566 $    251,039
Nestle S.A.   9,422 1,173,307
PepsiCo, Inc.   1,892     280,338
        $1,704,684
Gaming & Lodging – 0.8%  
Flutter Entertainment PLC (a)   2,652 $    482,226
General Merchandise – 2.2%  
Dollarama, Inc.   28,725 $ 1,314,825
Health Maintenance Organizations – 0.8%  
Cigna Corp.   2,007 $    475,800
Insurance – 3.0%  
Aon PLC   4,703 $ 1,122,888
Marsh & McLennan Cos., Inc.   5,051     710,575
        $1,833,463
Internet – 12.7%  
Alibaba Group Holding Ltd. (a)   70,312 $ 1,992,277
Alphabet, Inc., “A” (a)   1,442 3,521,061
NAVER Corp.   2,894 1,072,899
Tencent Holdings Ltd.   15,200 1,143,284
        $7,729,521
Leisure & Toys – 1.7%  
Electronic Arts, Inc.   7,072 $ 1,017,166
Machinery & Tools – 1.5%  
Daikin Industries Ltd.   2,100 $    391,098
Schindler Holding AG   1,642     502,227
            $893,325
Medical & Health Technology & Services – 1.9%  
ICON PLC (a)   3,736 $    772,269
PRA Health Sciences, Inc. (a)   2,178     359,827
        $1,132,096
Medical Equipment – 10.3%  
Abbott Laboratories   2,787 $    323,097
Agilent Technologies, Inc.   4,228     624,941
Becton, Dickinson and Co.   3,081     749,268
Boston Scientific Corp. (a)   27,435 1,173,121
Danaher Corp.   3,019     810,179
Medtronic PLC   4,713     585,025
STERIS PLC   2,775     572,482
Stryker Corp.   3,050     792,176
Thermo Fisher Scientific, Inc.   1,213     611,922
        $6,242,211
 
4


MFS Global Growth Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Other Banks & Diversified Financials – 5.8%  
Credicorp Ltd. (a)   1,426 $    172,703
HDFC Bank Ltd.   47,726     961,775
Julius Baer Group Ltd.   5,262     343,388
Mastercard, Inc., “A”   1,136     414,742
Moody's Corp.   1,578     571,820
Visa, Inc., “A”   4,413 1,031,848
        $3,496,276
Pharmaceuticals – 2.0%  
Bayer AG   7,239 $    439,568
Roche Holding AG   2,053     773,384
        $1,212,952
Printing & Publishing – 0.9%  
Wolters Kluwer N.V.   5,462 $    548,695
Railroad & Shipping – 2.2%  
Canadian National Railway Co.   3,896 $    411,106
Canadian Pacific Railway Ltd.   12,065     927,919
        $1,339,025
Restaurants – 0.9%  
Starbucks Corp.   5,172 $    578,281
Specialty Chemicals – 0.8%  
Croda International PLC   1,259 $    128,319
Sika AG   1,142     373,364
            $501,683
Issuer     Shares/Par Value ($)
Common Stocks – continued
Specialty Stores – 1.8%  
Ross Stores, Inc.   4,511 $    559,364
TJX Cos., Inc.   7,735     521,494
        $1,080,858
Telecommunications - Wireless – 1.9%  
American Tower Corp., REIT   4,226 $ 1,141,612
Utilities - Electric Power – 0.6%  
Xcel Energy, Inc.   5,769 $    380,062
Total Common Stocks (Identified Cost, $30,812,093)   $60,375,418
Investment Companies (h) – 0.7%
Money Market Funds – 0.7%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $408,801)     408,801 $    408,801
Other Assets, Less Liabilities – (0.0)%       (11,057)
Net Assets – 100.0% $60,773,162
    
 
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $408,801 and $60,375,418, respectively.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
REIT Real Estate Investment Trust
See Notes to Financial Statements
5


MFS Global Growth Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $30,812,093) $60,375,418
Investments in affiliated issuers, at value (identified cost, $408,801) 408,801
Foreign currency, at value (identified cost, $4,370) 4,348
Receivables for  
Fund shares sold 13,131
Interest and dividends 87,536
Receivable from investment adviser 5,762
Other assets 497
Total assets $60,895,493
Liabilities  
Payable to custodian $857
Payables for  
Fund shares reacquired 31,986
Payable to affiliates  
Administrative services fee 104
Shareholder servicing costs 20
Distribution and/or service fees 81
Deferred country tax expense payable 33,645
Accrued expenses and other liabilities 55,638
Total liabilities $122,331
Net assets $60,773,162
Net assets consist of  
Paid-in capital $21,552,024
Total distributable earnings (loss) 39,221,138
Net assets $60,773,162
Shares of beneficial interest outstanding 1,751,796
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $54,853,352 1,580,459 $34.71
Service Class 5,919,810 171,337 34.55
See Notes to Financial Statements
6


MFS Global Growth Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $374,367
Other 1,589
Dividends from affiliated issuers 149
Income on securities loaned 4
Foreign taxes withheld (25,576)
Total investment income $350,533
Expenses  
Management fee $261,945
Distribution and/or service fees 5,084
Shareholder servicing costs 1,754
Administrative services fee 9,227
Independent Trustees' compensation 1,543
Custodian fee 9,454
Shareholder communications 2,741
Audit and tax fees 37,875
Legal fees 227
Miscellaneous 11,552
Total expenses $341,402
Reduction of expenses by investment adviser (45,155)
Net expenses $296,247
Net investment income (loss) $54,286
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers (net of $1,017 country tax) $2,846,958
Foreign currency (3,348)
Net realized gain (loss) $2,843,610
Change in unrealized appreciation or depreciation  
Unaffiliated issuers (net of $3,275 decrease in deferred country tax) $3,300,948
Translation of assets and liabilities in foreign currencies (1,981)
Net unrealized gain (loss) $3,298,967
Net realized and unrealized gain (loss) $6,142,577
Change in net assets from operations $6,196,863
See Notes to Financial Statements
7


MFS Global Growth Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $54,286 $43,748
Net realized gain (loss) 2,843,610 6,924,262
Net unrealized gain (loss) 3,298,967 2,933,827
Change in net assets from operations $6,196,863 $9,901,837
Total distributions to shareholders $— $(5,057,056)
Change in net assets from fund share transactions $(1,964,915) $(1,323,240)
Total change in net assets $4,231,948 $3,521,541
Net assets    
At beginning of period 56,541,214 53,019,673
At end of period $60,773,162 $56,541,214
See Notes to Financial Statements
8


MFS Global Growth Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $31.23 $28.60 $23.72 $26.53 $21.00 $20.88
Income (loss) from investment operations            
Net investment income (loss) (d) $0.03 $0.03 $0.14 $0.15 $0.13 $0.25(c)
Net realized and unrealized gain (loss) 3.45 5.57 8.00 (1.23) 6.51 1.08
Total from investment operations $3.48 $5.60 $8.14 $(1.08) $6.64 $1.33
Less distributions declared to shareholders            
From net investment income $— $(0.14) $(0.16) $(0.14) $(0.27) $(0.13)
From net realized gain (2.83) (3.10) (1.59) (0.84) (1.08)
Total distributions declared to shareholders $— $(2.97) $(3.26) $(1.73) $(1.11) $(1.21)
Net asset value, end of period (x) $34.71 $31.23 $28.60 $23.72 $26.53 $21.00
Total return (%) (k)(r)(s)(x) 11.14(n) 20.76 36.01 (4.83) 32.14 6.07(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.16(a) 1.21 1.21 1.17 1.17 0.72(c)
Expenses after expense reductions (f) 1.00(a) 1.00 1.00 1.00 1.00 0.55(c)
Net investment income (loss) 0.20(a) 0.10 0.53 0.56 0.55 1.18(c)
Portfolio turnover 10(n) 34 22 22 21 25
Net assets at end of period (000 omitted) $54,853 $53,591 $50,911 $43,919 $54,886 $46,182
    
See Notes to Financial Statements
9


MFS Global Growth Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $31.13 $28.52 $23.65 $26.44 $20.94 $20.82
Income (loss) from investment operations            
Net investment income (loss) (d) $(0.00)(w) $(0.04) $0.07 $0.09 $0.07 $0.20(c)
Net realized and unrealized gain (loss) 3.42 5.56 7.98 (1.24) 6.48 1.08
Total from investment operations $3.42 $5.52 $8.05 $(1.15) $6.55 $1.28
Less distributions declared to shareholders            
From net investment income $— $(0.08) $(0.08) $(0.05) $(0.21) $(0.08)
From net realized gain (2.83) (3.10) (1.59) (0.84) (1.08)
Total distributions declared to shareholders $— $(2.91) $(3.18) $(1.64) $(1.05) $(1.16)
Net asset value, end of period (x) $34.55 $31.13 $28.52 $23.65 $26.44 $20.94
Total return (%) (k)(r)(s)(x) 10.99(n) 20.49 35.66 (5.06) 31.77 5.85(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.41(a) 1.46 1.46 1.42 1.42 0.94(c)
Expenses after expense reductions (f) 1.25(a) 1.25 1.25 1.25 1.25 0.77(c)
Net investment income (loss) (0.02)(a) (0.16) 0.26 0.34 0.31 0.94(c)
Portfolio turnover 10(n) 34 22 22 21 25
Net assets at end of period (000 omitted) $5,920 $2,950 $2,109 $1,754 $2,530 $2,355
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(w) Per share amount was less than $0.01.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
10


MFS Global Growth Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Global Growth Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in foreign securities, including securities of emerging market issuers. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions. Investments in emerging markets can involve additional and greater risks than the risks associated with investments in developed foreign markets. Emerging markets can have less developed markets, greater custody and operational risk, less developed legal, regulatory, accounting, and auditing systems, and greater political, social, and economic instability than developed markets.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share.
Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
11


MFS Global Growth Portfolio
Notes to Financial Statements (unaudited) - continued
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities $60,375,418 $— $— $60,375,418
Mutual Funds 408,801 408,801
Total $60,784,219 $— $— $60,784,219
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Security Loans — Under its Securities Lending Agency Agreement with the fund, State Street Bank and Trust Company, as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. Security loans can be terminated at the discretion of either the lending agent or the fund and the related securities must be returned within the earlier of the standard trade settlement period for such securities or within three business days. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the market value of the securities loaned. On loans collateralized by cash, the cash collateral is invested in a money market fund. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. The lending agent provides the fund with indemnification against Borrower default. In the event of Borrower default, the lending agent will, for the benefit of the fund, either purchase securities identical to those loaned or, when such purchase is commercially impracticable, pay the fund the market value of the loaned securities. In return, the lending agent assumes the fund's rights to the related collateral. If the collateral value is less than the cost to purchase identical securities, the lending agent is responsible for the shortfall, but only to the extent that such shortfall is not due to a decline in collateral value resulting from
12


MFS Global Growth Portfolio
Notes to Financial Statements (unaudited) - continued
collateral reinvestment for which the fund bears the risk of loss. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the remainder is allocated between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is separately reported in the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income. At June 30, 2021, there were no securities on loan or collateral outstanding.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to wash sale loss deferrals.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $556,052
Long-term capital gains 4,501,004
Total distributions $5,057,056
The federal tax cost and the tax basis components of distributable earnings were as follows:
13


MFS Global Growth Portfolio
Notes to Financial Statements (unaudited) - continued
As of 6/30/21  
Cost of investments $31,229,460
Gross appreciation 29,826,030
Gross depreciation (271,271)
Net unrealized appreciation (depreciation) $29,554,759
As of 12/31/20  
Undistributed ordinary income 271,425
Undistributed long-term capital gain 6,747,330
Other temporary differences 4,532
Net unrealized appreciation (depreciation) 26,000,988
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $4,835,637
Service Class   221,419
Total $—   $5,057,056
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.90%
In excess of $1 billion and up to $2 billion 0.75%
In excess of $2 billion 0.65%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $3,482, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.89% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 1.00% of average daily net assets for the Initial Class shares and 1.25% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, this reduction amounted to $41,673, which is included in the reduction of total expenses in the Statement of Operations.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
14


MFS Global Growth Portfolio
Notes to Financial Statements (unaudited) - continued
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $1,662, which equated to 0.0057% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $92.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0317% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
The fund is permitted to engage in purchase and sale transactions with funds and accounts for which MFS serves as investment adviser or sub-adviser (“cross-trades”) pursuant to a policy adopted by the Board of Trustees. This policy has been designed to ensure that cross-trades conducted by the fund comply with Rule 17a-7 under the Investment Company Act of 1940. During the six months ended June 30, 2021, the fund engaged in sale transactions pursuant to this policy, which amounted to $7,076. The sales transactions resulted in net realized gains (losses) of $(145).
The adviser has voluntarily undertaken to reimburse the fund from its own resources on a quarterly basis for the cost of investment research embedded in the cost of the fund’s securities trades. This agreement may be rescinded at any time. For the six months ended June 30, 2021, this reimbursement amounted to $1,572, which is included in “Other” income in the Statement of Operations.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $5,902,058 and $7,732,415, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 17,076 $546,737   63,657 $1,741,046
Service Class 82,992 2,754,819   22,786 663,768
  100,068 $3,301,556   86,443 $2,404,814
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   172,148 $4,835,637
Service Class   7,902 221,419
  $—   180,050 $5,057,056
Shares reacquired          
Initial Class (152,683) $(5,053,023)   (299,956) $(8,508,716)
Service Class (6,443) (213,448)   (9,827) (276,394)
  (159,126) $(5,266,471)   (309,783) $(8,785,110)
15


MFS Global Growth Portfolio
Notes to Financial Statements (unaudited) - continued
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Net change          
Initial Class (135,607) $(4,506,286)   (64,151) $(1,932,033)
Service Class 76,549 2,541,371   20,861 608,793
  (59,058) $(1,964,915)   (43,290) $(1,323,240)
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $104 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $461,131 $5,840,312 $5,892,642 $— $— $408,801
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $149 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
16


MFS Global Growth Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
17


MFS Global Growth Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
18



Semiannual Report
June 30, 2021
MFS®  Global Research Portfolio
MFS® Variable Insurance Trust II
RES-SEM


MFS® Global Research Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Global Research Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Global Research Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Microsoft Corp. 4.4%
Amazon.com, Inc. 3.0%
Facebook, Inc., “A” 2.1%
Alphabet, Inc., “A” 2.0%
Taiwan Semiconductor Manufacturing Co. Ltd. 1.9%
Visa, Inc., “A” 1.7%
Adobe Systems, Inc. 1.7%
Tencent Holdings Ltd. 1.7%
salesforce.com, inc. 1.6%
Apple, Inc. 1.5%
Global equity sectors (k)
Technology 28.0%
Financial Services 17.0%
Capital Goods 17.0%
Consumer Cyclicals 11.9%
Health Care 11.3%
Energy 5.7%
Consumer Staples 5.7%
Telecommunications/Cable Television 3.0%
Issuer country weightings (x)
United States 63.3%
Switzerland 4.8%
France 4.8%
China 4.7%
Japan 2.7%
Hong Kong 2.5%
Germany 2.4%
United Kingdom 2.1%
Canada 1.9%
Other Countries 10.8%
Currency exposure weightings (y)
United States Dollar 65.0%
Euro 10.8%
Hong Kong Dollar 5.9%
Swiss Franc 4.8%
Japanese Yen 2.7%
British Pound Sterling 2.7%
Taiwan Dollar 1.9%
Canadian Dollar 1.3%
Indian Rupee 1.2%
Other Currencies 3.7%
 
(k) The sectors set forth above and the associated portfolio composition are based on MFS’ own custom sector classification methodology.
(x) Represents the portfolio’s exposure to issuer countries as a percentage of a portfolio’s net assets. For purposes of this presentation, United States includes Cash & Cash Equivalents.
(y) Represents the portfolio’s exposure to a particular currency as a percentage of a portfolio's net assets. For purposes of this presentation, United States Dollar includes Cash & Cash Equivalents.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Global Research Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.85% $1,000.00 $1,115.85 $4.46
Hypothetical (h) 0.85% $1,000.00 $1,020.58 $4.26
Service Class Actual 1.10% $1,000.00 $1,114.36 $5.77
Hypothetical (h) 1.10% $1,000.00 $1,019.34 $5.51
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS Global Research Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 99.6%
Aerospace & Defense – 3.0%  
Honeywell International, Inc.   4,877 $   1,069,770
Howmet Aerospace, Inc. (a)   9,281      319,916
L3Harris Technologies, Inc.   2,295      496,064
Northrop Grumman Corp.   1,311      476,457
Raytheon Technologies Corp.   7,817      666,868
           $3,029,075
Alcoholic Beverages – 1.8%  
China Resources Beer Holdings Co. Ltd.   40,000 $     359,337
Constellation Brands, Inc., “A”   2,060      481,813
Diageo PLC   14,261      682,760
Kweichow Moutai Co. Ltd., “A”   900      286,473
           $1,810,383
Apparel Manufacturers – 3.1%  
Adidas AG   1,916 $     713,148
Burberry Group PLC   13,521      386,416
LVMH Moet Hennessy Louis Vuitton SE   1,359    1,065,642
NIKE, Inc., “B”   5,830      900,677
           $3,065,883
Biotechnology – 0.5%  
Illumina, Inc. (a)   1,081 $     511,540
Brokerage & Asset Managers – 2.6%  
Charles Schwab Corp.   19,864 $   1,446,298
Euronext N.V.   10,875    1,182,474
           $2,628,772
Business Services – 3.4%  
Accenture PLC, “A”   2,123 $     625,839
Fidelity National Information Services, Inc.   6,779      960,381
Fiserv, Inc. (a)   8,614      920,751
Global Payments, Inc.   4,530      849,556
           $3,356,527
Cable TV – 0.8%  
Comcast Corp., “A”   14,647 $     835,172
Chemicals – 0.4%  
FMC Corp.   3,415 $     369,503
Computer Software – 9.0%  
Adobe Systems, Inc. (a)   2,980 $   1,745,207
Atlassian Corp. PLC, “A” (a)   1,756      451,046
Cadence Design Systems, Inc. (a)   5,808      794,651
Microsoft Corp. (s)   16,437    4,452,783
salesforce.com, inc. (a)   6,595    1,610,961
           $9,054,648
Computer Software - Systems – 3.1%  
Apple, Inc.   11,058 $   1,514,504
Constellation Software, Inc.   588      890,543
EPAM Systems, Inc. (a)   1,391      710,745
           $3,115,792
Issuer     Shares/Par Value ($)
Common Stocks – continued
Construction – 2.7%  
Masco Corp.   7,739 $     455,904
Otis Worldwide Corp.   6,813      557,099
Sherwin-Williams Co.   2,242      610,833
Techtronic Industries Co. Ltd.   35,000      611,259
Vulcan Materials Co.   2,865      498,711
           $2,733,806
Consumer Products – 0.8%  
Colgate-Palmolive Co.   4,889 $     397,720
Kao Corp.   5,700      350,687
             $748,407
Consumer Services – 0.2%  
51job, Inc., ADR (a)   2,940 $     228,644
Electrical Equipment – 2.2%  
Johnson Controls International PLC   9,815 $     673,603
Schneider Electric SE   6,878    1,082,084
TE Connectivity Ltd.   3,209      433,889
           $2,189,576
Electronics – 4.2%  
Applied Materials, Inc.   5,647 $     804,133
Lam Research Corp.   712      463,298
NXP Semiconductors N.V.   5,329    1,096,282
Taiwan Semiconductor Manufacturing Co. Ltd.   87,000    1,857,874
           $4,221,587
Energy - Independent – 1.2%  
ConocoPhillips   11,187 $     681,289
Oil Search Ltd.   73,662      210,475
Valero Energy Corp.   4,013      313,335
           $1,205,099
Energy - Integrated – 0.4%  
Galp Energia SGPS S.A., “B”   39,266 $     426,114
Food & Beverages – 2.5%  
Danone S.A.   4,612 $     324,676
Mondelez International, Inc.   9,373      585,250
Nestle S.A.   7,660      953,888
PepsiCo, Inc.   4,142      613,720
           $2,477,534
Food & Drug Stores – 1.0%  
Wal-Mart Stores, Inc.   6,883 $     970,641
Gaming & Lodging – 0.6%  
Flutter Entertainment PLC (a)   3,490 $     634,603
General Merchandise – 0.7%  
Dollar General Corp.   3,449 $     746,329
Health Maintenance Organizations – 1.0%  
Cigna Corp.   4,272 $   1,012,763
 
4


MFS Global Research Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Insurance – 3.7%  
AIA Group Ltd.   110,000 $   1,367,155
Aon PLC   6,122    1,461,689
Chubb Ltd.   5,445      865,428
           $3,694,272
Internet – 7.6%  
Alphabet, Inc., “A” (a)(s)   822 $   2,007,151
Facebook, Inc., “A” (a)   5,986    2,081,392
NAVER Corp.   2,810    1,041,757
NetEase.com, Inc., ADR   6,562      756,271
Tencent Holdings Ltd.   22,900    1,722,448
           $7,609,019
Leisure & Toys – 1.1%  
Electronic Arts, Inc.   4,856 $     698,439
Naspers Ltd.   1,944      408,157
           $1,106,596
Machinery & Tools – 3.7%  
GEA Group AG   9,072 $     367,463
Ingersoll Rand, Inc. (a)   13,715      669,429
Kubota Corp. (l)   22,600      457,106
Roper Technologies, Inc.   1,917      901,374
Schindler Holding AG   1,541      471,335
SMC Corp.   700      413,655
Trane Technologies PLC   2,119      390,193
           $3,670,555
Major Banks – 2.8%  
BNP Paribas   17,720 $   1,110,878
Goldman Sachs Group, Inc.   3,211    1,218,671
Mitsubishi UFJ Financial Group, Inc.   93,400      504,517
           $2,834,066
Medical & Health Technology & Services – 0.8%  
ICON PLC (a)   4,093 $     846,064
Medical Equipment – 4.3%  
Becton, Dickinson and Co.   2,743 $     667,070
Boston Scientific Corp. (a)   24,925    1,065,793
Danaher Corp.   4,325    1,160,657
Medtronic PLC   7,986      991,302
QIAGEN N.V. (a)   9,181      444,177
           $4,328,999
Natural Gas - Distribution – 0.6%  
China Resources Gas Group Ltd.   98,000 $     588,179
Natural Gas - Pipeline – 0.4%  
TC Energy Corp.   8,967 $     443,720
Network & Telecom – 0.7%  
Equinix, Inc., REIT   859 $     689,433
Other Banks & Diversified Financials – 6.5%  
HDFC Bank Ltd.   59,546 $   1,199,972
Julius Baer Group Ltd.   18,905    1,233,703
Macquarie Group Ltd.   5,696      668,225
Moody's Corp.   1,445      523,625
Truist Financial Corp.   19,411    1,077,310
Issuer     Shares/Par Value ($)
Common Stocks – continued
Other Banks & Diversified Financials – continued  
Visa, Inc., “A”   7,513 $   1,756,690
           $6,459,525
Pharmaceuticals – 4.6%  
Johnson & Johnson   6,115 $   1,007,385
Merck & Co., Inc.   11,059      860,058
Organon & Co. (a)   1,105       33,437
Roche Holding AG   3,832    1,443,549
Santen Pharmaceutical Co. Ltd.   40,300      555,012
Zoetis, Inc.   3,881      723,263
           $4,622,704
Printing & Publishing – 0.7%  
Wolters Kluwer N.V.   6,583 $     661,307
Railroad & Shipping – 0.6%  
Canadian Pacific Railway Ltd.   7,831 $     602,282
Real Estate – 1.5%  
LEG Immobilien SE   6,300 $     907,259
STORE Capital Corp., REIT   16,064      554,369
           $1,461,628
Restaurants – 1.5%  
Starbucks Corp.   3,845 $     429,909
Wendy's Co.   12,909      302,329
Yum China Holdings, Inc.   10,904      722,390
           $1,454,628
Specialty Chemicals – 4.5%  
Air Products & Chemicals, Inc.   1,577 $     453,671
Akzo Nobel N.V.   4,111      507,935
Axalta Coating Systems Ltd. (a)   16,413      500,432
Croda International PLC   6,747      687,665
DuPont de Nemours, Inc.   7,953      615,642
Linde PLC   3,339      963,476
Sika AG   2,252      736,266
           $4,465,087
Specialty Stores – 3.0%  
Amazon.com, Inc. (a)(s)   874 $   3,006,700
Telecommunications - Wireless – 1.8%  
Advanced Info Service Public Co. Ltd.   66,400 $     354,272
Cellnex Telecom S.A.   7,414      472,261
KDDI Corp.   13,900      433,534
T-Mobile USA, Inc. (a)   3,853      558,030
           $1,818,097
Telephone Services – 0.4%  
Hellenic Telecommunications Organization S.A.   22,776 $     382,144
Tobacco – 0.6%  
British American Tobacco PLC   7,586 $     293,824
Philip Morris International, Inc.   3,393      336,280
             $630,104
 
5


MFS Global Research Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Utilities - Electric Power – 3.0%  
CLP Holdings Ltd.   53,500 $     529,191
Iberdrola S.A.   53,243      649,006
NextEra Energy, Inc.   10,942      801,830
Orsted A/S (Kingdom of Denmark)   3,523      494,358
Southern Co.   9,448      571,698
           $3,046,083
Total Common Stocks (Identified Cost, $61,563,806)    $ 99,793,590
Issuer     Shares/Par Value ($)
Investment Companies (h) – 0.4%
Money Market Funds – 0.4%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $353,803)     353,803 $     353,803
Other Assets, Less Liabilities – 0.0%         32,842
Net Assets – 100.0% $ 100,180,235
    
 
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $353,803 and $99,793,590, respectively.      
(l) A portion of this security is on loan. See Note 2 for additional information.      
(s) Security or a portion of the security was pledged to cover collateral requirements for certain derivative transactions.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
REIT Real Estate Investment Trust
At June 30, 2021, the fund had cash collateral of $2,589 and other liquid securities with an aggregate value of $587,872 to cover any collateral or margin obligations for certain derivative contracts. Restricted cash and/or deposits with brokers in the Statement of Assets and Liabilities are comprised of cash collateral.
See Notes to Financial Statements
6


MFS Global Research Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value, including $125,599 of securities on loan (identified cost, $61,563,806) $99,793,590
Investments in affiliated issuers, at value (identified cost, $353,803) 353,803
Cash 1,260
Foreign currency, at value (identified cost, $13,223) 13,118
Deposits with brokers 2,589
Receivables for  
Interest and dividends 188,670
Other assets 648
Total assets $100,353,678
Liabilities  
Payables for  
Fund shares reacquired $70,075
Payable to affiliates  
Investment adviser 162
Administrative services fee 132
Shareholder servicing costs 3
Distribution and/or service fees 108
Deferred country tax expense payable 36,136
Accrued expenses and other liabilities 66,827
Total liabilities $173,443
Net assets $100,180,235
Net assets consist of  
Paid-in capital $51,757,813
Total distributable earnings (loss) 48,422,422
Net assets $100,180,235
Shares of beneficial interest outstanding 2,588,577
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $92,325,593 2,384,501 $38.72
Service Class 7,854,642 204,076 38.49
See Notes to Financial Statements
7


MFS Global Research Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $830,598
Income on securities loaned 493
Dividends from affiliated issuers 146
Other 29
Foreign taxes withheld (47,177)
Total investment income $784,089
Expenses  
Management fee $365,588
Distribution and/or service fees 9,542
Shareholder servicing costs 1,236
Administrative services fee 11,735
Independent Trustees' compensation 1,800
Custodian fee 14,298
Shareholder communications 5,413
Audit and tax fees 30,299
Legal fees 915
Miscellaneous 14,127
Total expenses $454,953
Reduction of expenses by investment adviser (30,889)
Net expenses $424,064
Net investment income (loss) $360,025
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers (net of $1,962 country tax) $2,191,456
Foreign currency (559)
Net realized gain (loss) $2,190,897
Change in unrealized appreciation or depreciation  
Unaffiliated issuers (net of $2,509 decrease in deferred country tax) $8,193,532
Translation of assets and liabilities in foreign currencies (3,590)
Net unrealized gain (loss) $8,189,942
Net realized and unrealized gain (loss) $10,380,839
Change in net assets from operations $10,740,864
See Notes to Financial Statements
8


MFS Global Research Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $360,025 $584,760
Net realized gain (loss) 2,190,897 7,007,762
Net unrealized gain (loss) 8,189,942 6,103,129
Change in net assets from operations $10,740,864 $13,695,651
Total distributions to shareholders $— $(6,967,015)
Change in net assets from fund share transactions $(6,941,025) $(3,519,648)
Total change in net assets $3,799,839 $3,208,988
Net assets    
At beginning of period 96,380,396 93,171,408
At end of period $100,180,235 $96,380,396
See Notes to Financial Statements
9


MFS Global Research Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $34.70 $32.19 $27.00 $31.74 $25.69 $24.63
Income (loss) from investment operations            
Net investment income (loss) (d) $0.14 $0.22 $0.40 $0.32 $0.28 $0.41(c)
Net realized and unrealized gain (loss) 3.88 4.87 7.88 (2.82) 6.24 0.93
Total from investment operations $4.02 $5.09 $8.28 $(2.50) $6.52 $1.34
Less distributions declared to shareholders            
From net investment income $— $(0.42) $(0.34) $(0.33) $(0.47) $(0.28)
From net realized gain (2.16) (2.75) (1.91)
Total distributions declared to shareholders $— $(2.58) $(3.09) $(2.24) $(0.47) $(0.28)
Net asset value, end of period (x) $38.72 $34.70 $32.19 $27.00 $31.74 $25.69
Total return (%) (k)(r)(s)(x) 11.59(n) 16.49 31.96 (8.83) 25.51 5.44(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.91(a) 0.95 0.94 0.93 0.92 0.78(c)
Expenses after expense reductions (f) 0.85(a) 0.85 0.85 0.88 0.92 0.77(c)
Net investment income (loss) 0.76(a) 0.69 1.29 1.01 0.97 1.64(c)
Portfolio turnover 6(n) 32 27 22 33 40
Net assets at end of period (000 omitted) $92,326 $88,676 $87,138 $77,345 $98,434 $91,281
    
See Notes to Financial Statements
10


MFS Global Research Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $34.54 $32.06 $26.89 $31.61 $25.59 $24.52
Income (loss) from investment operations            
Net investment income (loss) (d) $0.09 $0.13 $0.32 $0.24 $0.21 $0.34(c)
Net realized and unrealized gain (loss) 3.86 4.87 7.85 (2.82) 6.20 0.94
Total from investment operations $3.95 $5.00 $8.17 $(2.58) $6.41 $1.28
Less distributions declared to shareholders            
From net investment income $— $(0.36) $(0.25) $(0.23) $(0.39) $(0.21)
From net realized gain (2.16) (2.75) (1.91)
Total distributions declared to shareholders $— $(2.52) $(3.00) $(2.14) $(0.39) $(0.21)
Net asset value, end of period (x) $38.49 $34.54 $32.06 $26.89 $31.61 $25.59
Total return (%) (k)(r)(s)(x) 11.44(n) 16.24 31.62 (9.06) 25.17 5.21(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.16(a) 1.21 1.19 1.18 1.17 1.03(c)
Expenses after expense reductions (f) 1.10(a) 1.10 1.10 1.13 1.17 1.02(c)
Net investment income (loss) 0.51(a) 0.40 1.06 0.76 0.73 1.39(c)
Portfolio turnover 6(n) 32 27 22 33 40
Net assets at end of period (000 omitted) $7,855 $7,705 $6,034 $5,519 $7,312 $7,415
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
11


MFS Global Research Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Global Research Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share.
Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments
12


MFS Global Research Portfolio
Notes to Financial Statements (unaudited) - continued
and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities $99,793,590 $— $— $99,793,590
Mutual Funds 353,803 353,803
Total $100,147,393 $— $— $100,147,393
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Security Loans — Under its Securities Lending Agency Agreement with the fund, State Street Bank and Trust Company, as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. Security loans can be terminated at the discretion of either the lending agent or the fund and the related securities must be returned within the earlier of the standard trade settlement period for such securities or within three business days. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the market value of the securities loaned. On loans collateralized by cash, the cash collateral is invested in a money market fund. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. The lending agent provides the fund with indemnification against Borrower default. In the event of Borrower default, the lending agent will, for the benefit of the fund, either purchase securities identical to those loaned or, when such purchase is commercially impracticable, pay the fund the market value of the loaned securities. In return, the lending agent assumes the fund's rights to the related collateral. If the collateral value is less than the cost to purchase identical securities, the lending agent is responsible for the shortfall, but only to the extent that such shortfall is not due to a decline in collateral value resulting from collateral reinvestment for which the fund bears the risk of loss. At period end, the fund had investment securities on loan, all of which were classified as equity securities in the fund’s Portfolio of Investments, with a fair value of $125,599. The fair value of the fund’s investment securities on loan is presented gross in the Statement of Assets and Liabilities. These loans were collateralized by U.S. Treasury Obligations of $133,030 held by the lending agent. The collateral on securities loaned exceeded the value of securities on loan at period end. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the
13


MFS Global Research Portfolio
Notes to Financial Statements (unaudited) - continued
remainder is allocated between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is separately reported in the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to wash sale loss deferrals and partnership adjustments.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $1,126,006
Long-term capital gains 5,841,009
Total distributions $6,967,015
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $62,045,077
Gross appreciation 39,086,094
Gross depreciation (983,778)
Net unrealized appreciation (depreciation) $38,102,316
As of 12/31/20  
Undistributed ordinary income 1,327,630
Undistributed long-term capital gain 6,275,090
Other temporary differences 206,192
Net unrealized appreciation (depreciation) 29,872,646
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
14


MFS Global Research Portfolio
Notes to Financial Statements (unaudited) - continued
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $6,392,513
Service Class   574,502
Total $—   $6,967,015
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $300 million 0.75%
In excess of $300 million 0.675%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $5,825, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.74% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.85% of average daily net assets for the Initial Class shares and 1.10% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, this reduction amounted to $25,064, which is included in the reduction of total expenses in the Statement of Operations.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $1,185, which equated to 0.0024% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $51.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0241% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
15


MFS Global Research Portfolio
Notes to Financial Statements (unaudited) - continued
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $6,091,823 and $12,486,202, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 15,571 $572,313   26,914 $846,212
Service Class 1,258 44,834   83,361 2,590,298
  16,829 $617,147   110,275 $3,436,510
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   199,517 $6,392,513
Service Class   17,998 574,502
  $—   217,515 $6,967,015
Shares reacquired          
Initial Class (186,593) $(6,827,631)   (378,252) $(11,870,001)
Service Class (20,276) (730,541)   (66,439) (2,053,172)
  (206,869) $(7,558,172)   (444,691) $(13,923,173)
Net change          
Initial Class (171,022) $(6,255,318)   (151,821) $(4,631,276)
Service Class (19,018) (685,707)   34,920 1,111,628
  (190,040) $(6,941,025)   (116,901) $(3,519,648)
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $174 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
16


MFS Global Research Portfolio
Notes to Financial Statements (unaudited) - continued
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $365,105 $6,696,274 $6,707,576 $— $— $353,803
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $146 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
17


MFS Global Research Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
18


MFS Global Research Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
19



Semiannual Report
June 30, 2021
MFS®  Global Tactical
Allocation Portfolio
MFS® Variable Insurance Trust II
WTS-SEM


MFS® Global Tactical Allocation Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Global Tactical Allocation Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Global Tactical Allocation Portfolio
Portfolio Composition
Portfolio structure
    Tactical Overlay (b)
    Active Security
Selection (a)
Long Short Net Market
Exposure (c)
Fixed Income U.S. 16.9% 42.4% (8.6)% 50.7%
  Emerging Markets 12.3% 0.0% 0.0% 12.3%
  United Kingdom 3.1% 3.1% 0.0% 6.2%
  Asia/Pacific ex-Japan 1.4% 3.6% 0.0% 5.0%
  North America ex-U.S. (0.8)% 4.7% 0.0% 3.9%
  Europe ex-U.K. 13.0% 0.0% (9.5)% 3.5%
  Supranational 0.6% 0.0% 0.0% 0.6%
  Developed - Middle East/Africa 0.2% 0.0% 0.0% 0.2%
  Japan 4.0% 0.0% (7.9)% (3.9)%
  Total 50.7% 53.8% (26.0)% 78.5%
Equity U.S. Large Cap 15.2% 0.0% (2.1)% 13.1%
  Europe ex-U.K. 7.1% 6.4% (3.4)% 10.1%
  United Kingdom 2.1% 3.4% 0.0% 5.5%
  Japan 2.6% 1.1% 0.0% 3.7%
  Emerging Markets 2.7% 5.7% (5.6)% 2.8%
  U.S. Small/Mid Cap 3.3% 0.0% (2.7)% 0.6%
  Developed - Middle East/Africa 0.0% 0.0% 0.0% 0.0%
  Asia/Pacific ex-Japan 0.5% 2.8% (3.6)% (0.3)%
  North America ex-U.S. 1.2% 0.0% (2.1)% (0.9)%
  Total 34.7% 19.4% (19.5)% 34.6%
Real Estate-related U.S. 1.4% 0.0% 0.0% 1.4%
  Non-U.S. 0.5% 0.0% 0.0% 0.5%
  Total 1.9% 0.0% 0.0% 1.9%
Cash Cash & Cash Equivalents (d)       2.4%
  Other (e)       (17.4)%
  Total       (15.0)%
  Total Net Exposure Summary       100.0%
Strategic Allocation Targets & Net
Exposure Ranges
Asset Class Target (w) Ranges (z)
Equities 35% 0 to 70%
Fixed Income, Cash and Cash Equivalents 65% 30 to 100%
Top ten holdings (c)
USD Interest Rate Swap, Receive 0.25% - JUN 2022 30.1%
USD Interest Rate Swap, Receive 1.58% - NOV 2024 12.3%
Canadian Treasury Bond 10 yr Future - SEP 2021 4.3%
U.S. Treasury Note 2 yr Future - SEP 2021 3.9%
Australian Note 10 yr Future - SEP 2021 3.6%
S&P/ASX 200 Index Future - MAR 2021 (3.5)%
U.S. Treasury Note 5 yr Future - SEP 2021 (4.3)%
USD Interest Rate Swap, Pay 1.7% - NOV 2029 (6.1)%
Japan Government Bond 10 yr Future -  SEP 2021 (7.9)%
Euro-Bund 10 yr Future - SEP 2021 (14.1)%
 
(a) Represents the actively managed portion of the portfolio and for purposes of this presentation, components include the value of securities, less any securities sold short. The bond component will include any accrued interest amounts. This also reflects the equivalent exposure of certain derivative positions. These amounts may be negative from time to time.
2


MFS Global Tactical Allocation Portfolio
Portfolio Composition - continued
(b) Represents the tactical overlay portion of the portfolio which is how the fund manages its exposure to markets and currencies through the use of derivative positions. Percentages reflect the equivalent exposure of those derivative positions.
(c) For purposes of this presentation, the components include the value of securities, less any securities sold short, and reflect the impact of the equivalent exposure of all derivative positions. These amounts may be negative from time to time. The bond component will include any accrued interest amounts.
(d) Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
(e) Other includes currency derivatives and/or the offsetting of the leverage produced by the fund’s derivative positions, including payables and/or receivables of the finance leg of interest rate swaps and the unrealized gain or loss in connection with forward currency exchange contracts.
(w) The strategic asset class allocations have been selected for investment over longer time periods. The actual strategic asset class weightings can deviate due to market movements and cash flows.
(z) The fund’s net exposures to the asset classes referenced will normally fall within these ranges after taking into account the tactical overlay.
Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than value. The value of derivatives may be different.
Where the fund holds convertible bonds, they are treated as part of the equity portion of the portfolio.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
3


MFS Global Tactical Allocation Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.79% $1,000.00 $1,027.87 $3.97
Hypothetical (h) 0.79% $1,000.00 $1,020.88 $3.96
Service Class Actual 1.04% $1,000.00 $1,026.47 $5.23
Hypothetical (h) 1.04% $1,000.00 $1,019.64 $5.21
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
Notes to Expense Table
Changes to the fund's fee arrangements will occur during the fund's current fiscal year. Had these fee changes been in effect during the six month period, the annualized expense ratios, the actual expenses paid during the period, and the hypothetical expenses paid during the period would have been approximately 0.77%, $3.87, and $3.86 for Initial Class and 1.02%, $5.13, and $5.11 for Service Class, respectively. For further information about the fund’s fee arrangements and changes to those fee arrangements, please see Note 3 in the Notes to Financial Statements.
4


MFS Global Tactical Allocation Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Bonds – 62.0%
Aerospace & Defense – 0.4%
Huntington Ingalls Industries, Inc., 3.844%, 5/01/2025    $ 254,000 $     276,789
Huntington Ingalls Industries, Inc., 3.483%, 12/01/2027      350,000      382,064
L3Harris Technologies, Inc., 3.85%, 6/15/2023      475,000      504,883
Lockheed Martin Corp., 2.8%, 6/15/2050      594,000      596,452
Rolls-Royce Holdings PLC, 5.75%, 10/15/2027    GBP 375,000      567,748
           $2,327,936
Airlines – 0.1%
EasyJet FinCo B.V., 1.875%, 3/03/2028    EUR 200,000 $     237,174
National Express Group PLC, 4.25%, 11/26/2069    GBP 400,000      574,761
             $811,935
Asset-Backed & Securitized – 4.4%
Arbor Multi-Family Mortgage Securities Trust, Inc., 2021-MF2, “A5”, 2.513%, 6/15/2054 (n)   $ 612,000 $     632,075
Arbor Realty Trust, Inc., CLO, 2019-FL2, “AS”, FLR, 1.574% (LIBOR - 1mo. + 1.45%), 9/15/2034 (n)     600,000      600,187
Arbor Realty Trust, Inc., CLO, 2021-FL2, “B”, 1.7%, 5/15/2036 (n)     143,000      143,000
Arbor Realty Trust, Inc., CLO, 2021-FL2, “C”, 2.05%, 5/15/2036 (n)     426,500      427,294
Arbor Realty Trust, Inc., FLR, 1.572% (LIBOR - 1mo. + 1.5%), 12/15/2035 (n)     214,500      214,567
Barclays Commercial Mortgage Securities LLC, 2020-C7, “XA”, 1.742%, 4/15/2053 (i)     996,440      104,574
BBCMS Mortgage Trust, 2021-C10, “XA”, 1.434%, 7/15/2054 (i)(w)     2,946,422      296,300
BBCMS Mortgage Trust, 2021-C9, “XA”, 1.769%, 2/15/2054 (i)     6,720,004      841,311
Benchmark Mortgage Trust, 2021-B24, “XA”, 1.274%, 3/15/2054 (i)     2,029,220      175,167
Benchmark Mortgage Trust, 2021-B25, “A5”, 2.577%, 4/15/2054      840,000      878,579
Benchmark Mortgage Trust, 2021-B26, “XA”, 0.999%, 6/15/2054 (i)     5,583,555      385,548
Benchmark Mortgage Trust, 2021-B27, “XA”, 1.273%, 7/15/2054 (i)     6,790,943      684,748
Issuer     Shares/Par Value ($)
Bonds – continued
Asset-Backed & Securitized – continued
BPCRE Holder LLC, FLR, 1.631% (LIBOR - 1mo. + 1.55%), 2/15/2037 (n)   $ 706,000 $     706,002
Business Jet Securities LLC, 2020-1A, “A”, 2.981%, 11/15/2035 (n)     266,546      271,359
Business Jet Securities LLC, 2021-1A, “A”, 2.162%, 4/15/2036 (n)     241,780      243,639
BXMT Ltd., 2021-FL4, “AS”, FLR, 1.372% (LIBOR - 1mo. + 1.3%), 5/15/2038 (n)     900,000      900,003
BXMT Ltd., 2021-FL4, “B”, FLR, 1.622% (LIBOR - 1mo. + 1.55%), 5/15/2038 (n)     1,797,000    1,797,011
Capital Automotive, 2020-1A, “A4”, REIT, 3.19%, 2/15/2050 (n)     261,521      269,248
CF Hippolyta Issuer LLC, 2020-1, “A1”, 1.69%, 7/15/2060 (n)     209,291      212,668
Commercial Mortgage Pass-Through Certificates, 2020-BN28, “A4”, 1.844%, 3/15/2063      237,641      234,576
Commercial Mortgage Pass-Through Certificates, 2020-BN29, “A4”, 1.997%, 11/15/2053      1,033,946    1,031,711
Commercial Mortgage Pass-Through Certificates, 2021-BN32, “XA”, 0.893%, 4/15/2054 (i)     1,241,684       74,630
Commercial Mortgage Pass-Through Certificates, 2021-BN34, “A5”, 2.438%, 6/15/2063      1,021,000    1,054,916
Commercial Mortgage Pass-Through Certificates, 2021-BN34, “XA”, 0.98%, 6/15/2063 (i)     2,973,283      225,482
Credit Acceptance Auto Loan Trust, 2021-3A, “A”, 1%, 5/15/2030 (n)     738,000      739,470
Fort CRE LLC, 2018-1A, “A1”, FLR, 1.445% (LIBOR - 1mo. + 1.35%), 11/16/2035 (n)     448,939      448,939
FS Rialto 2019-FL1 Issuer Ltd., 2021-FL2, “AS”, FLR, 1.624% (LIBOR - 1mo. + 1.6%), 4/16/2028 (n)     701,500      701,718
KKR Real Estate Financial Trust, Inc., 2018-FL1, “A”, FLR, 1.181% (LIBOR - 1mo. + 1.1%), 6/15/2036 (n)     712,190      712,411
LoanCore Ltd., 2021-CRE5, “AS”, 1.823%, 7/15/2036 (n)     865,000      865,809
LoanCore Ltd., 2021-CRE5, “B”, FLR, 2.072% (LIBOR - 1mo. + 2%), 7/15/2036 (n)     367,000      367,344
 
5


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Asset-Backed & Securitized – continued
MF1 CLO Ltd., 2019-FL2, “A”, FLR, 1.262% (LIBOR - 1mo. + 1.13%), 12/25/2034 (n)   $ 185,525 $     185,524
MF1 CLO Ltd., 2020-FL3, “AS”, FLR, 2.974% (LIBOR - 1mo. + 2.85%), 7/15/2035 (z)     357,000      362,128
MF1 CLO Ltd., 2021-FL5, “AS”, FLR, 1.324% (LIBOR - 1mo. + 1.2%), 7/15/2036 (n)     677,000      676,366
MF1 CLO Ltd., 2021-FL5, “B”, FLR, 1.574% (LIBOR - 1mo. + 1.45%), 7/15/2036 (n)     847,500      846,705
MF1 CLO Ltd., 2021-FL5, “C”, FLR, 1.824% (LIBOR - 1mo. + 1.7%), 7/15/2036 (n)     200,000      199,813
MF1 CLO Ltd., 2021-FL6, “AS”, 1.55% (LIBOR - 1mo. + 1.45%), 7/16/2036 (n)     1,050,000    1,050,657
Morgan Stanley Capital I Trust, 2017-H1, “A5”, 3.53%, 6/15/2050      659,762      728,141
Morgan Stanley Capital I Trust, 2021-L5, “XA”, 1.425%, 5/15/2054 (i)     2,265,803      222,060
Multi-Family Housing Mortgage, MF1-2021, FLR, “B”, 1.75% (LIBOR - 1mo. + 1.65%), 7/16/2036 (n)     1,000,000    1,000,623
PFP III Ltd., 2021-7, “AS”, FLR, 1.222% (LIBOR - 1mo. + 1.15%), 4/14/2038 (n)     612,500      610,976
PFP III Ltd., 2021-7, “B”, FLR, 1.474% (LIBOR - 1mo. + 1.4%), 4/14/2038 (n)     240,000      239,403
Starwood Commercial Mortgage, 2021-FL2, “AS”, FLR, 1.532% (LIBOR - 1mo. + 1.45%), 4/18/2038 (n)     700,000      700,877
Starwood Property Trust, Inc., REIT, FLR, 1.882% (LIBOR - 1mo. + 1.8%), 4/18/2038 (n)     534,500      535,336
TPG Real Estate Finance, 2021-FL4, “A”, FLR, 1.281% (LIBOR - 1mo. + 1.2%), 3/15/2038 (n)     325,500      325,805
TPG Real Estate Finance, 2021-FL4, “AS”, FLR, 1.481% (LIBOR - 1mo. + 1.4%), 3/15/2038 (n)     350,000      350,328
Wells Fargo Commercial Mortgage Trust, 2020-C58, “A4”, 2.092%, 7/15/2053      418,000      420,530
        $24,695,558
Automotive – 0.9%
Daimler AG, 0.75%, 9/10/2030    EUR 225,000 $     274,413
Daimler Finance North America LLC, 1.45%, 3/02/2026 (n)   $ 817,000      820,655
Ferrari N.V., 1.5%, 5/27/2025    EUR 560,000      689,578
Issuer     Shares/Par Value ($)
Bonds – continued
Automotive – continued
Hyundai Capital America, 2%, 6/15/2028 (n)   $ 1,018,000 $   1,009,376
Hyundai Capital America, 6.375%, 4/08/2030 (n)     742,000      961,950
Volkswagen International Finance N.V., 3.5% to 3/20/2030, FLR (EUR Swap Rate - 15yr. + 3.06%) to 3/20/2050, FLR (EUR Swap Rate - 15yr. + 3.81%) to 12/29/2066    EUR 550,000      714,933
Volkswagen International Finance N.V., 3.5% to 6/17/2025, FLR (EUR Swap Rate - 5yr. + 3.746%) to 6/17/2030, FLR (EUR Swap Rate - 5yr. + 3.996%) to 6/17/2045, FLR (EUR Swap Rate - 5yr. + 4.746%) to 6/17/2070      500,000      640,080
           $5,110,985
Broadcasting – 0.3%
Discovery, Inc., 4.125%, 5/15/2029    $ 664,000 $     743,441
Prosus N.V., 1.539%, 8/03/2028    EUR 300,000      367,727
Prosus N.V., 3.68%, 1/21/2030 (n)   $ 200,000      213,582
WPP Finance, 3.75%, 9/19/2024      374,000      406,765
           $1,731,515
Brokerage & Asset Managers – 0.2%
Intercontinental Exchange, Inc., 3%, 9/15/2060    $ 417,000 $     402,039
London Stock Exchange Group PLC, 0.25%, 4/06/2028    EUR 310,000      366,476
Low Income Investment Fund, 3.386%, 7/01/2026    $ 150,000      159,131
Low Income Investment Fund, 3.711%, 7/01/2029      400,000      428,816
           $1,356,462
Building – 0.4%
CEMEX S.A.B. de C.V., 7.375%, 6/05/2027 (n)   $ 200,000 $     225,760
CRH America Finance, Inc., 4.5%, 4/04/2048 (n)     347,000      423,123
Holcim Finance (Luxembourg) S.A., 0.625%, 4/06/2030    EUR 570,000      674,776
Vantage Towers AG, 0.75%, 3/31/2030      200,000      236,572
Vulcan Materials Co., 3.5%, 6/01/2030    $ 453,000      499,342
           $2,059,573
Business Services – 0.7%
Equinix, Inc., REIT, 1%, 3/15/2033    EUR 325,000 $     381,561
Euronet Worldwide, Inc., 1.375%, 5/22/2026      800,000      960,788
Fiserv, Inc., 4.4%, 7/01/2049    $ 356,000      429,394
Nexi S.p.A. , 2.125%, 4/30/2029    EUR 550,000      645,380
NXP Semiconductors N.V., 3.4%, 5/01/2030 (n)   $ 813,000      887,721
 
6


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Business Services – continued
Visa, Inc., 3.65%, 9/15/2047    $ 596,000 $     697,948
           $4,002,792
Cable TV – 0.4%
Charter Communications Operating LLC/Charter Communications Operating Capital Corp., 6.384%, 10/23/2035    $ 262,000 $     350,207
Charter Communications Operating LLC/Charter Communications Operating Capital Corp., 4.8%, 3/01/2050      267,000      306,662
Eutelsat S.A., 2.25%, 7/13/2027    EUR 600,000      778,775
Eutelsat S.A., 1.5%, 10/13/2028      300,000      371,206
Time Warner Cable, Inc., 4.5%, 9/15/2042    $ 388,000      431,280
           $2,238,130
Chemicals – 0.1%
Alpek SAB de C.V., 3.25%, 2/25/2031 (n)   $ 219,000 $     221,630
LYB International Finance III, LLC, 4.2%, 5/01/2050      371,000      426,878
             $648,508
Computer Software – 0.5%
Dell International LLC/EMC Corp., 4.9%, 10/01/2026    $ 634,000 $     731,689
Microsoft Corp., 2.525%, 6/01/2050      523,000      513,838
Microsoft Corp., 2.921%, 3/17/2052      455,000      482,913
Microsoft Corp., 2.675%, 6/01/2060      228,000      225,798
VeriSign, Inc., 4.75%, 7/15/2027      766,000      812,918
           $2,767,156
Computer Software - Systems – 0.2%
Apple, Inc., 4.5%, 2/23/2036    $ 947,000 $   1,194,123
Conglomerates – 0.6%
Carrier Global Corp., 2.722%, 2/15/2030    $ 402,000 $     416,760
Carrier Global Corp., 3.577%, 4/05/2050      822,000      871,703
Grupo KUO S.A.B. de C.V., 5.75%, 7/07/2027 (n)     919,000      959,896
Westinghouse Air Brake Technologies Corp., 4.95%, 9/15/2028      746,000      865,350
           $3,113,709
Consumer Products – 0.1%
JAB Holdings B.V., 2.25%, 12/19/2039    EUR 300,000 $     373,508
Reckitt Benckiser Treasury Services PLC, 3%, 6/26/2027 (n)   $ 425,000      459,790
             $833,298
Issuer     Shares/Par Value ($)
Bonds – continued
Consumer Services – 0.0%
Booking Holdings, Inc., 0.5%, 3/08/2028    EUR 100,000 $     119,471
Electronics – 0.3%
Broadcom Corp./Broadcom Cayman Finance Ltd., 3.875%, 1/15/2027    $ 174,000 $     192,266
Broadcom, Inc., 4.15%, 11/15/2030      240,000      269,140
Broadcom, Inc., 3.469%, 4/15/2034 (n)     377,000      398,773
Infineon Technologies AG, 1.625%, 6/24/2029    EUR 500,000      638,289
           $1,498,468
Emerging Market Quasi-Sovereign – 3.6%
China Construction Bank Corp., Hong Kong Branch, 1.25%, 8/04/2025    $ 900,000 $     895,104
China Development Bank, 3.45%, 9/20/2029    CNY 52,570,000    8,090,927
Emirates Development Bank PJSC, 1.639%, 6/15/2026    $ 970,000      974,792
Export-Import Bank of India, 3.375%, 8/05/2026      600,000      639,053
Export-Import Bank of India, 3.875%, 2/01/2028      600,000      649,115
First Abu Dhabi Bank PJSC, 0.125%, 2/16/2026    EUR 600,000      707,879
MDGH - GMTN B.V. (United Arab Emirates), 2.5%, 11/07/2024    $ 398,000      417,900
MDGH - GMTN B.V. (United Arab Emirates), 1%, 3/10/2034    EUR 760,000      898,431
MDGH - GMTN RSC Ltd., 2.5%, 6/03/2031    $ 830,000      839,337
Ooredoo International Finance Ltd. (State of Qatar), 2.625%, 4/08/2031      470,000      475,508
PT Pertamina (Persero) (Republic of Indonesia), 3.65%, 7/30/2029      550,000      586,385
PT Pertamina (Persero) (Republic of Indonesia), 6%, 5/03/2042 (n)     2,084,000    2,553,234
Qatar Petroleum, 2.25%, 7/12/2031      664,000      656,942
Qatar Petroleum, 3.125%, 7/12/2041      436,000      434,391
State Grid Overseas Investment (2016) Ltd. (People's Republic of China), 3.5%, 5/04/2027      1,007,000    1,107,766
        $19,926,764
Emerging Market Sovereign – 5.7%
Arab Republic of Egypt, 7.052%, 1/15/2032    $ 300,000 $     307,350
Dominican Republic, 4.875%, 9/23/2032      750,000      772,500
Federative Republic of Brazil, 10%, 1/01/2023    BRL 16,000,000    3,339,499
 
7


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Emerging Market Sovereign – continued
Hellenic Republic (Republic of Greece), 1.875%, 2/04/2035    EUR 1,047,000 $   1,383,535
Hellenic Republic (Republic of Greece), 1.875%, 1/24/2052 (n)     620,000      771,144
Kingdom of Morocco, 2.375%, 12/15/2027    $ 450,000      441,864
Oriental Republic of Uruguay, 4.375%, 1/23/2031      1,309,000    1,523,035
Oriental Republic of Uruguay, 8.25%, 5/21/2031    UYU 77,430,000    1,811,051
Republic of China, 2.68%, 5/21/2030    CNY 14,680,000    2,186,284
Republic of China, 3.81%, 9/14/2050      39,860,000    6,326,639
Republic of Cote d'Ivoire, 6.875%, 10/17/2040    EUR 600,000      776,121
Republic of Croatia, 1.5%, 6/17/2031      3,200,000    3,950,123
Republic of Paraguay, 6.1%, 8/11/2044 (n)   $ 750,000      932,257
Republic of Philippines, 1.2%, 4/28/2033    EUR 464,000      549,511
Republic of South Africa, 8%, 1/31/2030    ZAR 39,000,000    2,589,836
Republic of South Africa, 8.25%, 3/31/2032      20,000,000    1,279,023
State of Qatar, 4%, 3/14/2029 (n)   $ 462,000      531,651
State of Qatar, 4.4%, 4/16/2050      200,000      243,430
United Mexican States, 2.659%, 5/24/2031      1,246,000    1,217,205
United Mexican States, 3.771%, 5/24/2061      534,000      496,353
        $31,428,411
Energy - Independent – 0.3%
Energean Israel Finance Ltd., 4.875%, 3/30/2026    $ 325,000 $     332,725
Tengizchevroil Finance Co. International Ltd., 4%, 8/15/2026 (n)     1,200,000    1,302,432
           $1,635,157
Energy - Integrated – 0.5%
BP Capital Markets B.V., 0.933%, 12/04/2040    EUR 191,000 $     210,074
Eni S.p.A., 0.375%, 6/14/2028      330,000      392,356
Eni S.p.A., 4.25%, 5/09/2029 (n)   $ 578,000      657,525
Eni S.p.A., 2.625% to 1/13/2026, FLR (EUR Swap Rate - 5yr. + 3.167%) to 1/13/2031, FLR (EUR Swap Rate - 5yr. + 3.417%) to 1/13/2046, FLR (EUR Swap Rate - 5yr. + 4.167%) to 1/13/2170    EUR 119,000      148,124
Galp Energia SGPS S.A., 2%, 1/15/2026      800,000      997,493
OMV AG, 0.75%, 6/16/2030      193,000      234,920
Issuer     Shares/Par Value ($)
Bonds – continued
Energy - Integrated – continued
OMV AG, 2.5% to 9/01/2026, FLR (EUR Swap Rate - 5yr. + 2.82%) to 9/01/2030, FLR (EUR Swap Rate - 5yr. + 3.82%) to 9/01/2170    EUR 200,000 $     247,991
           $2,888,483
Entertainment – 0.1%
Royal Caribbean Cruises Ltd., 3.7%, 3/15/2028    $ 525,000 $     501,422
Financial Institutions – 1.7%
Adler Group S.A., 2.75%, 11/13/2026    EUR 400,000 $     479,636
Adler Group S.A., 2.25%, 1/14/2029      500,000      574,348
ADLER Group S.A., 2.25%, 4/27/2027      600,000      700,418
ADO Properties S.A., 3.25%, 8/05/2025      500,000      611,633
AerCap Ireland Capital DAC, 3.65%, 7/21/2027    $ 1,173,000    1,253,096
Atrium European Real Estate Ltd., 3.625%, 5/04/2170    EUR 425,000      493,235
Atrium Finance Issuer B.V., 2.625%, 9/05/2027      200,000      256,062
Avolon Holdings Funding Ltd., 4.25%, 4/15/2026 (n)   $ 263,000      285,007
Avolon Holdings Funding Ltd., 4.375%, 5/01/2026 (n)     266,000      289,139
Avolon Holdings Funding Ltd., 2.75%, 2/21/2028 (n)     335,000      331,465
CTP B.V., 2.125%, 10/01/2025    EUR 1,013,000    1,269,852
CTP B.V., 0.75%, 2/18/2027      200,000      233,831
CTP N.V., 1.25%, 6/21/2029      370,000      433,548
Encore Capital Group, Inc., 4.25%, 6/01/2028    GBP 200,000      276,660
EXOR N.V., 0.875%, 1/19/2031    EUR 275,000      323,114
GE Capital International Funding Co., 3.373%, 11/15/2025    $ 959,000    1,046,392
Logicor Financing S.à r.l., 0.875%, 1/14/2031    EUR 200,000      229,300
Samhallsbyggnadsbolaget i Norden AB, 2.625%, 3/14/2170      300,000      355,725
Tritax EuroBox PLC, 0.95%, 6/02/2026      165,000      195,266
           $9,637,727
Food & Beverages – 0.8%
Anheuser-Busch InBev Worldwide, Inc., 4.375%, 4/15/2038    $ 206,000 $     246,287
Anheuser-Busch InBev Worldwide, Inc., 5.55%, 1/23/2049      513,000      705,293
Aramark Services, Inc., 6.375%, 5/01/2025 (n)     400,000      425,000
Bacardi Ltd., 5.15%, 5/15/2038 (n)     335,000      414,567
Constellation Brands, Inc., 4.4%, 11/15/2025      481,000      542,487
Constellation Brands, Inc., 3.15%, 8/01/2029      776,000      832,182
JDE Peet's N.V., 0.5%, 1/16/2029    EUR 340,000      400,303
 
8


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Food & Beverages – continued
PT Indofood CBP Sukses Makmur Tbk, 3.398%, 6/09/2031    $ 950,000 $     963,618
           $4,529,737
Gaming & Lodging – 0.2%
Hilton Domestic Operating Co., Inc., 3.625%, 2/15/2032 (n)   $ 450,000 $     444,375
Marriott International, Inc., 2.85%, 4/15/2031      499,000      506,730
Whitbread Group PLC, 3%, 5/31/2031    GBP 225,000      320,315
           $1,271,420
Industrial – 0.4%
American Homes 4 Rent, L.P., 2.375%, 7/15/2031    $ 153,000 $     150,725
CPI Property Group S.A., 2.75%, 1/22/2028    GBP 250,000      353,616
CPI Property Group S.A., 3.75% to 7/27/2028, FLR (EUR Swap Rate - 5yr. + 4.338%) to 7/27/2033, FLR (EUR Swap Rate - 5yr. + 4.588%) to 7/27/2048, FLR (EUR Swap Rate - 5yr. + 5.338%) to 1/27/2170    EUR 550,000      639,942
Trustees of the University of Pennsylvania, 2.396%, 10/01/2050    $ 845,000      808,163
           $1,952,446
Insurance – 0.6%
Aflac, Inc., 3.6%, 4/01/2030    $ 539,000 $     607,177
Argentum Zurich Insurance, 3.5% to 10/01/2026, FLR (EURIBOR - 3mo. + 3.95%) to 10/01/2046    EUR 300,000      405,238
Assicurazioni Generali S.p.A., 1.713%, 6/30/2032      370,000      438,728
Aviva PLC, 3.875% to 7/03/2024, FLR (EUR Swap Rate - 5yr. + 3.48%) to 7/03/2044      350,000      457,891
Aviva PLC, 4% to 6/03/2035, FLR (GBP Government Yield - 5yr. + 4.7%) to 6/03/2055    GBP 475,000      731,274
Credit Agricole Assurances S.A., 2%, 7/17/2030    EUR 300,000      372,433
Zurich Finance (Ireland) DAC, 1.875% to 9/17/2030, FLR (EURIBOR - 3mo. + 2.95%) to 9/17/2050      386,000      481,370
           $3,494,111
Insurance - Property & Casualty – 0.6%
Berkshire Hathaway, Inc., 0.5%, 1/15/2041    EUR 175,000 $     185,660
Berkshire Hathaway, Inc., 4.5%, 2/11/2043    $ 355,000      451,633
Fairfax Financial Holdings Ltd., 4.625%, 4/29/2030      454,000      520,142
Hartford Financial Services Group, Inc., 3.6%, 8/19/2049      626,000      686,369
Issuer     Shares/Par Value ($)
Bonds – continued
Insurance - Property & Casualty – continued
Marsh & McLennan Cos., Inc., 2.25%, 11/15/2030    $ 340,000 $     344,370
Progressive Corp., 4.125%, 4/15/2047      562,000      688,517
Willis North America, Inc., 3.875%, 9/15/2049      621,000      697,600
           $3,574,291
International Market Quasi-Sovereign – 0.6%
Deutsche Bahn Finance GmbH (Federal Republic of Germany), 0.625%, 12/08/2050    EUR 175,000 $     185,897
Electricite de France S.A., 2.75%, 12/29/2049      400,000      476,672
Electricite de France S.A., 2.875% to 3/15/2027, FLR (EUR Swap Rate - 5yr. + 3.373%) to 3/15/2031, FLR (EUR Swap Rate - 5yr. + 3.623%) to 3/15/2047, FLR (EUR Swap Rate - 5yr. + 4.373%) to 3/15/2070      600,000      733,126
Electricite de France S.A., 5.875% to 1/22/2029, FLR (GBP Swap Rate - 15yr. + 3.046%) to 1/22/2049, FLR (GBP Swap Rate - 15yr. + 3.796%) to 12/31/2165    GBP 400,000      627,686
Islandsbanki (Republic of Iceland), 1.125% to 1/19/2023, FLR (EUR Swap Rate - 1yr. + 0.75%) to  1/19/2024    EUR 330,000      396,740
La Banque Postale S.A. (Republic of France), 0.875% to 1/26/2026, FLR (EUR Swap Rate - 5yr. + 1.38%) to 1/26/2031      300,000      356,497
Landsbankinn Bank (Republic of Iceland), 0.375%, 5/23/2025      306,000      361,772
           $3,138,390
International Market Sovereign – 14.0%
Belgium Kingdom, 1.45%, 6/22/2037    EUR 1,100,000 $   1,504,349
Commonwealth of Australia, 1.75%, 6/21/2051    AUD 3,208,000    2,124,514
Government of Bermuda, 2.375%, 8/20/2030 (n)   $ 220,000      219,450
Government of Japan, 1.7%, 3/20/2032    JPY 527,800,000    5,561,628
Government of Japan, 2.4%, 3/20/2037      22,200,000      264,446
Government of Japan, 2.3%, 3/20/2040      1,100,900,000 13,269,365
Government of Japan, 0.6%, 9/20/2050      253,450,000    2,231,076
Kingdom of Belgium, 0.4%, 6/22/2040 (n)   EUR 1,626,000    1,854,283
Kingdom of Spain, 1.25%, 10/31/2030 (n)     3,389,000    4,350,476
Kingdom of Spain, 1.85%, 7/30/2035      1,970,000    2,667,863
Kingdom of Spain, 1.2%, 10/31/2040 (n)     699,000      840,796
 
9


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
International Market Sovereign – continued
Kingdom of Sweden, 0.125%, 5/12/2031 (n)   SEK 7,810,000 $     891,245
Republic of Cyprus, 0%, 2/09/2026    EUR 1,479,000    1,762,493
Republic of Cyprus, 1.25%, 1/21/2040      3,007,000    3,635,636
Republic of Iceland, 5%, 11/15/2028    ISK 383,237,000    3,420,973
Republic of Iceland, 6.5%, 1/24/2031      85,000,000      849,588
Republic of Italy, 0%, 4/01/2026    EUR 12,144,000 14,334,803
Republic of Italy, 1.65%, 3/01/2032      6,365,000    8,146,616
Republic of Italy, 1.45%, 3/01/2036      4,258,000    5,203,017
United Kingdom Treasury, 0.375%, 10/22/2030    GBP 1,398,000    1,868,102
United Kingdom Treasury, 1.75%, 9/07/2037      1,577,000    2,385,126
United Kingdom Treasury, 1.75%, 1/22/2049      305,000      472,516
        $77,858,361
Leisure & Toys – 0.0%
Ubisoft Entertainment S.A., 0.878%, 11/24/2027    EUR 200,000 $     235,750
Local Authorities – 0.2%
Province of Alberta, 4.5%, 12/01/2040    CAD 665,000 $     693,331
Province of British Columbia, 2.95%, 6/18/2050      300,000      261,118
             $954,449
Machinery & Tools – 0.3%
CNH Industrial Capital LLC, 1.875%, 1/15/2026    $ 611,000 $     621,359
Sarens Finance Co. N.V., 5.75%, 2/21/2027    EUR 800,000      944,130
           $1,565,489
Major Banks – 3.6%
Australia and New Zealand Banking Group Ltd., 2.57%, 11/25/2035 (n)   $ 528,000 $     512,889
Banco de Sabadell S.A., 0.875% to 6/16/2027, FLR (EUR ICE Swap Rate - 1yr. + 1.15%) to 6/16/2028    EUR 300,000      350,196
Banco de Sabadell S.A., 2%, 1/17/2030      600,000      702,557
Banco de Sabadell S.A., 2.5%, 4/15/2031      600,000      715,434
Bank of America Corp., 3.5%, 4/19/2026    $ 1,079,000    1,188,690
Bank of America Corp., 3.419% to 12/20/2027, FLR (LIBOR - 3mo. + 1.04%) to 12/20/2028      279,000      303,862
Bank of America Corp., 0.694% to 3/22/2030, FLR (EURIBOR - 3mo. + 0.79%) to 3/22/2031    EUR 350,000      413,735
Issuer     Shares/Par Value ($)
Bonds – continued
Major Banks – continued
Bank of America Corp., 2.687% to 4/22/2031, FLR (SOFR + 1.32%) to 4/22/2032    $ 917,000 $     943,405
Bank of Ireland PLC, 0.375% to 5/10/2026, FLR (GBP Government Yield - 5yr. + 0.77%) to 5/10/2027    EUR 350,000      412,653
Bankinter S.A., 1.25% to 12/23/2027, FLR (EUR Swap Rate - 5yr. +1.45%) to 12/23/2032      400,000      475,187
Barclays PLC, 1.125% to 3/22/2026, FLR (EUR Swap Rate - 5yr. + 1.55%) to 3/22/2031      250,000      297,911
CaixaBank S.A., 2.75% to 7/14/2023, FLR (EUR Swap Rate - 5yr. + 2.35%) to 7/14/2028      500,000      618,958
Commonwealth Bank of Australia, 2.688%, 3/11/2031 (n)   $ 735,000      734,816
Credit Agricole S.A., 1.625% to 6/05/2025, FLR (EUR Swap Rate - 5yr. + 1.9%) to 6/05/2030    EUR 500,000      615,773
Credit Suisse Group AG, 3.091% to 5/14/2031, FLR (SOFR + 1.73%) to 5/14/2032 (n)   $ 250,000      257,563
Deutsche Bank AG, 3.729% to 1/14/2031, FLR (SOFR + 2.757%) to 1/14/2032      618,000      628,896
Erste Group Bank AG, 3.375% to 4/15/2027, FLR (EUR Swap Rate - 5yr. + 3.433%) to 10/15/2070    EUR 800,000      933,185
HSBC Holdings PLC, 2.099% to 6/04/2025, FLR (SOFR + 1.929%) to 6/04/2026    $ 535,000      549,802
HSBC Holdings PLC, 4.375%, 11/23/2026      1,304,000    1,470,390
HSBC Holdings PLC, 4% to 9/09/2026, FLR (CMT - 1yr. + 3.222%) to 9/09/2169      417,000      423,776
JPMorgan Chase & Co., 3.54%, 5/01/2028      605,000      665,176
JPMorgan Chase & Co., 3.109% to 4/22/2050, FLR (SOFR + 2.44%) to 4/22/2051      669,000      690,211
Mitsubishi UFJ Financial Group, Inc., 1.412%, 7/17/2025      808,000      815,715
Morgan Stanley, 1.593% to 5/04/2026, FLR (SOFR + 0.879%) to 5/04/2027      1,146,000    1,154,108
Morgan Stanley, 3.622% to 4/01/2030, FLR (SOFR + 3.12%) to 4/01/2031      276,000      308,086
NatWest Group PLC, 2.105% to 11/28/2026, FLR (GBP Government Yield - 5yr. + 1.75%) to 11/28/2031    GBP 470,000      653,276
Nordea Bank Abp, 0.625% to 8/18/2026, FLR (EUR Swap Rate - 5yr. + 0.92%) to 8/18/2031    EUR 620,000      733,355
Royal Bank of Canada, 2.55%, 7/16/2024    $ 384,000      404,947
 
10


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Major Banks – continued
UBS Group AG, 4.375% to 2/10/2031, FLR (CMT - 1yr. + 3.313%) to 8/10/2069 (n)   $ 650,000 $     664,105
UniCredit S.p.A., 2.2% to 7/22/2026, FLR (EURIBOR - 3mo. + 2.55%) to 7/22/2027    EUR 787,000      991,892
UniCredit S.p.A., 0.8%, 7/05/2029      225,000      267,333
        $19,897,882
Medical & Health Technology & Services – 0.7%
Alcon, Inc., 3.8%, 9/23/2049 (n)   $ 626,000 $     695,644
Becton Dickinson Euro Finance S.à r.l., 1.213%, 2/12/2036    EUR 100,000      117,308
HCA, Inc., 5.25%, 6/15/2026    $ 559,000      647,076
HCA, Inc., 5.125%, 6/15/2039      195,000      243,580
Laboratory Corp. of America Holdings, 3.6%, 2/01/2025      550,000      594,950
Memorial Sloan-Kettering Cancer Center, 2.955%, 1/01/2050      350,000      355,496
New York Society for the Relief of the Ruptured & Crippled, 2.667%, 10/01/2050      650,000      608,616
ProMedica Toledo Hospital, “B”, AGM, 6.015%, 11/15/2048      309,000      443,325
           $3,705,995
Metals & Mining – 0.2%
Anglo American Capital PLC, 5.625%, 4/01/2030 (n)   $ 326,000 $     398,869
Glencore Funding LLC, 2.85%, 4/27/2031 (n)     590,000      599,992
             $998,861
Midstream – 0.7%
Enterprise Products Partners LP, 3.125%, 7/31/2029    $ 446,000 $     481,206
Galaxy Pipeline Assets Bidco Ltd., 2.16%, 3/31/2034 (n)     548,000      537,752
MPLX LP, 4.5%, 4/15/2038      523,000      600,119
Plains All American Pipeline LP/PAA Finance Corp., 3.55%, 12/15/2029      647,000      681,306
Sabine Pass Liquefaction LLC, 5%, 3/15/2027      356,000      411,088
Sabine Pass Liquefaction LLC, 4.2%, 3/15/2028      730,000      824,411
Sabine Pass Liquefaction LLC, 4.5%, 5/15/2030      335,000      386,608
           $3,922,490
Mortgage-Backed – 4.8%  
Fannie Mae, 4.5%, 7/01/2023-2/01/2046    $ 3,953,925 $   4,379,123
Fannie Mae, 5%, 3/01/2036-8/01/2040      1,285,111    1,463,729
Fannie Mae, 5.5%, 11/01/2036-4/01/2037      105,467      122,065
Fannie Mae, 6%, 9/01/2037-6/01/2038      152,838      179,210
Issuer     Shares/Par Value ($)
Bonds – continued
Mortgage-Backed – continued  
Fannie Mae, 4%, 11/01/2040-12/01/2040    $ 915,609 $   1,002,962
Fannie Mae, 3.5%, 5/01/2043-12/01/2046      1,903,139    2,057,974
Fannie Mae, UMBS, 2.5%, 6/01/2050-7/01/2050      286,352      300,163
Fannie Mae, UMBS, 2%, 1/01/2051-2/01/2051      624,880      632,924
Freddie Mac, 4%, 7/01/2025      51,358       54,582
Freddie Mac, 1.481%, 3/25/2027 (i)     809,000       59,247
Freddie Mac, 3.224%, 3/25/2027      4,000,000    4,428,560
Freddie Mac, 3.286%, 11/25/2027      1,303,000    1,455,968
Freddie Mac, 3.9%, 4/25/2028      400,000      463,517
Freddie Mac, 1.915%, 4/25/2030 (i)     1,420,926      204,756
Freddie Mac, 1.984%, 4/25/2030 (i)     1,365,340      205,526
Freddie Mac, 1.765%, 5/25/2030 (i)     1,747,943      235,805
Freddie Mac, 1.906%, 5/25/2030 (i)     3,920,368      571,675
Freddie Mac, 1.436%, 6/25/2030 (i)     1,615,349      178,964
Freddie Mac, 1.704%, 8/25/2030 (i)     1,436,842      191,453
Freddie Mac, 1.262%, 9/25/2030 (i)     905,456       89,633
Freddie Mac, 1.172%, 11/25/2030 (i)     1,823,916      169,362
Freddie Mac, 0.423%, 1/25/2031 (i)     6,731,468      186,156
Freddie Mac, 0.625%, 3/25/2031 (i)     8,193,498      370,936
Freddie Mac, 5.5%, 5/01/2034-7/01/2037      27,614       32,015
Freddie Mac, 5%, 10/01/2036-7/01/2041      396,618      452,407
Freddie Mac, 4.5%, 12/01/2039-5/01/2042      727,470      808,732
Freddie Mac, 3.5%, 1/01/2047      437,346      465,047
Freddie Mac, UMBS, 3%, 6/01/2050      63,107       67,044
Ginnie Mae, 5%, 5/15/2040      62,065       71,171
Ginnie Mae, 3.5%, 6/20/2043      647,964      695,688
Ginnie Mae, 2.5%, 6/20/2051-7/20/2051      500,000      518,447
Ginnie Mae, 3%, 6/20/2051      100,000      105,039
Ginnie Mae, TBA, 2.5%, 7/15/2051      475,000      491,551
Ginnie Mae, TBA, 2%, 7/21/2051      400,000      407,375
Ginnie Mae, TBA, 3%, 7/21/2051      275,000      286,929
UMBS, TBA, 2.5%, 7/14/2051      600,000      620,578
UMBS, TBA, 2%, 7/25/2051      1,000,000    1,009,688
UMBS, TBA, 3%, 7/25/2051-8/12/2051      1,800,000    1,875,789
        $26,911,790
 
11


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Municipals – 0.7%
Commonwealth of Puerto Rico, Public Improvement, “C-7”, NPFG, 6%, 7/01/2027    $ 55,000 $      56,937
Massachusetts Educational Financing Authority, Education Loan Subordinate Rev., “A”, 2.641%, 7/01/2037 (w)     695,000      698,194
Michigan Finance Authority Hospital Rev. (Trinity Health Credit Group), 3.384%, 12/01/2040      480,000      524,684
New Jersey Economic Development Authority State Pension Funding Rev., “A”, NPFG, 7.425%, 2/15/2029      421,000      545,971
Oklahoma Development Finance Authority, Health System Rev. (OU Medicine Project), “C”, 5.45%, 8/15/2028      275,000      307,493
Oklahoma Development Finance Authority, Health System Rev. (OU Medicine Project), “C”, AGM, 4.65%, 8/15/2030      572,000      665,913
Puerto Rico Electric Power Authority Rev., “PP”, NPFG, 5%, 7/01/2022      245,000      248,801
State of Florida, “A”, 2.154%, 7/01/2030      650,000      662,690
           $3,710,683
Natural Gas - Distribution – 0.3%
National Grid PLC, 1.125%, 1/14/2033    GBP 487,000 $     615,618
NiSource, Inc., 2.95%, 9/01/2029    $ 534,000      565,636
NiSource, Inc., 3.6%, 5/01/2030      429,000      474,992
           $1,656,246
Natural Gas - Pipeline – 0.3%
APT Pipelines Ltd., 1.25%, 3/15/2033    EUR 725,000 $     853,608
APT Pipelines Ltd., 5%, 3/23/2035 (n)   $ 615,000      754,313
           $1,607,921
Network & Telecom – 0.2%
AT&T, Inc., 3.5%, 9/15/2053 (n)   $ 403,000 $     404,882
Verizon Communications, Inc., 2.1%, 3/22/2028      291,000      297,087
Verizon Communications, Inc., 4%, 3/22/2050      349,000      400,797
           $1,102,766
Oil Services – 0.1%
Halliburton Co., 5%, 11/15/2045    $ 365,000 $     444,699
Oils – 0.3%
PBF Holding Co. LLC/PBF Finance Corp., 7.25%, 6/15/2025    $ 575,000 $     437,000
Phillips 66, 4.875%, 11/15/2044      290,000      360,549
Puma International Financing S.A., 5%, 1/24/2026      475,000      479,038
Issuer     Shares/Par Value ($)
Bonds – continued
Oils – continued
Valero Energy Corp., 4.9%, 3/15/2045    $ 506,000 $     632,299
           $1,908,886
Other Banks & Diversified Financials – 1.8%
Alpha Bank, 4.25%, 2/13/2030    EUR 700,000 $     811,350
Bank of Cyprus PCL, 2.5% to 6/24/2021, FLR (EUR Swap Rate - 5yr. + 2.785%) to 6/24/2027      790,000      918,195
Banque Fédérative du Crédit Mutuel, 0.625%, 11/03/2028      500,000      594,045
Deutsche Bank AG, 2.625%, 12/16/2024    GBP 400,000      577,651
Deutsche Bank AG, 1.875% to 12/22/2027, FLR (SONIA + 1.634%) to 12/22/2028      100,000      138,025
Deutsche Bank AG, 1.375% to 2/17/2031, FLR (EURIBOR - 3mo. + 1.5%) to 2/17/2032    EUR 300,000      360,670
Deutsche Bank AG, 4.625% to 4/30/2028, FLR (EUR Swap Rate - 5yr. + 4.74%) to 5/12/2170      800,000      985,850
Groupe BPCE S.A., 4.5%, 3/15/2025 (n)   $ 584,000      643,450
Intesa Sanpaolo S.p.A., 4.125%, 2/27/2070    EUR 350,000      404,118
Macquarie Group Ltd., 0.35%, 3/03/2028      350,000      408,791
Macquarie Group Ltd., 0.95%, 5/21/2031      820,000      971,181
Mizrahi Tefahot Bank Ltd., 3.077% to 4/07/2026, FLR (CMT - 5yr. + 2.25%) to 4/07/2031 (n)   $ 554,000      559,540
Stichting AK Rabobank Certificaten, 2.188%, 3/29/2071    EUR 750,000    1,196,659
UBS AG, 5.125%, 5/15/2024    $ 866,000      954,765
Virgin Money UK PLC, 5.125% to 12/11/2025, FLR (GBP Government Yield - 5yr. + 5.25%) to 12/11/2030    GBP 475,000      732,500
        $10,256,790
Printing & Publishing – 0.2%
Informa PLC, 3.125%, 7/05/2026    GBP 500,000 $     736,676
Informa PLC, 1.25%, 4/22/2028    EUR 350,000      422,363
           $1,159,039
Railroad & Shipping – 0.2%
Wabtec Transportation Netherlands B.V., 1.25%, 12/03/2027    EUR 825,000 $     986,109
Real Estate – 0.4%
Canary Wharf Group, 3.375%, 4/23/2028    GBP 551,000 $     768,870
VGP Group LLC, 1.5%, 4/08/2029    EUR 500,000      584,854
Vonovia SE, 1.5%, 6/14/2041      500,000      598,092
           $1,951,816
 
12


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Real Estate - Office – 0.3%
Boston Properties, Inc., REIT, 2.55%, 4/01/2032    $ 723,000 $     727,481
Corporate Office Property LP, 2.25%, 3/15/2026      356,000      365,753
Corporate Office Property LP, 2.75%, 4/15/2031      490,000      493,698
           $1,586,932
Real Estate - Other – 0.3%
Lexington Realty Trust Co., 2.7%, 9/15/2030    $ 466,000 $     473,690
Sun Communities, Inc., 2.7%, 7/15/2031      296,000      295,970
W.P. Carey, Inc., REIT, 2.4%, 2/01/2031      681,000      677,428
           $1,447,088
Real Estate - Retail – 0.6%
Brixmor Operating Partnership LP, REIT, 4.05%, 7/01/2030    $ 610,000 $     682,503
Hammerson Ireland Finance DAC, 1.75%, 6/03/2027    EUR 437,000      518,820
Regency Centers Corp., 3.7%, 6/15/2030    $ 745,000      824,120
Spirit Realty, LP, 3.2%, 1/15/2027      268,000      285,010
STORE Capital Corp., 2.75%, 11/18/2030      786,000      791,200
           $3,101,653
Retailers – 0.6%
Best Buy Co., Inc., 1.95%, 10/01/2030    $ 702,000 $     680,900
Home Depot, Inc., 3%, 4/01/2026      525,000      572,349
Home Depot, Inc., 4.875%, 2/15/2044      453,000      604,987
Kohl's Corp., 3.375%, 5/01/2031      539,000      558,009
MercadoLibre, Inc., 3.125%, 1/14/2031      683,000      669,367
           $3,085,612
Specialty Stores – 0.1%
Nordstrom, Inc., 4.25%, 8/01/2031 (n)   $ 438,000 $     456,176
Supermarkets – 0.1%
Loblaw Cos. Ltd., 4.86%, 9/12/2023    CAD 680,000 $     588,626
Supranational – 0.6%
Corporacion Andina de Fomento, 1.625%, 9/23/2025    $ 530,000 $     534,093
European Financial Stability Facility, 0.05%, 1/18/2052    EUR 653,000      648,428
European Investment Bank, 0.05%, 1/27/2051      563,000      566,363
International Bank for Reconstruction and Development, 4.25%, 6/24/2025    AUD 465,000      395,790
West African Development Bank, 4.7%, 10/22/2031    $ 900,000      972,720
Issuer     Shares/Par Value ($)
Bonds – continued
Supranational – continued
West African Development Bank, 2.75%, 1/22/2033    EUR 340,000 $     421,994
           $3,539,388
Telecommunications - Wireless – 0.7%
American Tower Corp., REIT, 4.7%, 3/15/2022    $ 257,000 $     264,996
American Tower Corp., REIT, 3.5%, 1/31/2023      662,000      693,518
American Tower Corp., REIT, 3.6%, 1/15/2028      301,000      331,067
Crown Castle International Corp., 1.35%, 7/15/2025      285,000      286,940
Crown Castle International Corp., 3.7%, 6/15/2026      345,000      379,383
Millicom International Cellular S.A., 4.5%, 4/27/2031 (n)     400,000      414,000
Rogers Communications, Inc., 3.7%, 11/15/2049      316,000      336,395
Vodafone Group PLC, 3.25% to 9/4/2026, FLR (CMT - 5yr. + 2.447%) to 9/4/2031, FLR (CMT - 5yr. + 2.697%) to 9/4/2046, FLR (CMT - 5yr. + 3.447%) to 6/04/2081      1,223,000    1,230,093
           $3,936,392
Telephone Services – 0.3%
Iliad S.A., 2.375%, 6/17/2026    EUR 200,000 $     243,287
Iliad S.A., 1.875%, 2/11/2028      300,000      350,073
TELUS Corp., 2.85%, 11/13/2031    CAD 1,000,000      808,955
           $1,402,315
Tobacco – 0.1%
B.A.T. International Finance PLC, 2.25%, 6/26/2028    GBP 223,000 $     309,139
Transportation - Services – 0.6%
Element Fleet Management Corp., 1.6%, 4/06/2024 (n)   $ 1,059,000 $   1,076,229
ERAC USA Finance LLC, 7%, 10/15/2037 (n)     494,000      736,983
Promontoria Holding 264 B.V., 6.75%, 8/15/2023    EUR 700,000      817,699
Vinci S.A., 3.75%, 4/10/2029 (n)   $ 706,000      796,732
           $3,427,643
U.S. Government Agencies and Equivalents – 0.1%
Small Business Administration, 5.31%, 5/01/2027    $ 23,789 $      25,639
Small Business Administration, 2.22%, 3/01/2033      783,223      809,641
             $835,280
 
13


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
U.S. Treasury Obligations – 1.6%
U.S. Treasury Bonds, 2.25%, 8/15/2049    $ 369,300 $     382,572
U.S. Treasury Bonds, 2.375%, 11/15/2049 (f)     2,007,000    2,137,141
U.S. Treasury Notes, 1.25%, 3/31/2028      2,356,700    2,365,998
U.S. Treasury Notes, 1.125%, 8/15/2040 (f)     4,795,000    4,125,198
           $9,010,909
Utilities - Electric Power – 2.3%
Adani Green Energy (UP) Ltd./Prayatna Developers Private Ltd., 6.25%, 12/10/2024 (n)   $ 731,000 $     808,851
American Electric Power Co., Inc., 2.3%, 3/01/2030      706,000      713,534
ContourGlobal Power Holdings S.A., 3.125%, 1/01/2028    EUR 475,000      570,131
Duke Energy Corp., 2.55%, 6/15/2031    $ 920,000      930,969
Enel Americas S.A., 4%, 10/25/2026      1,891,000    2,059,299
Enel Finance International N.V., 3.5%, 4/06/2028 (n)     414,000      453,290
Enel Finance International N.V., 0.5%, 6/17/2030    EUR 500,000      592,594
Enel Finance International N.V., 4.75%, 5/25/2047 (n)   $ 343,000      421,119
Enel S.p.A., 2.25% to 3/10/2027, FLR (EUR Swap Rate - 5yr. + 2.679%) to 3/10/2032, FLR (EUR Swap Rate - 5yr. + 2.929%) to 3/10/2047, FLR (EUR Swap Rate - 5yr. + 3.679%) to  3/10/2070    EUR 425,000      527,035
Enel S.p.A., 1.875% to 9/08/2030, FLR (EUR Swap Rate - 5yr. + 2.011%) to 9/08/2035, FLR (EUR Swap Rate - 5yr. + 2.261%) to 9/08/2050, FLR (EUR Swap Rate - 5yr. + 3.011%) to 3/08/2170      525,000      611,625
ENGIE Energía Chile S.A., 4.5%, 1/29/2025 (n)   $ 1,180,000    1,288,738
Evergy, Inc., 2.9%, 9/15/2029      615,000      651,726
FirstEnergy Corp., 2.65%, 3/01/2030      566,000      563,719
Jersey Central Power & Light Co., 2.75%, 3/01/2032 (n)     427,000      433,444
NextEra Energy Operating Co., 4.5%, 9/15/2027 (n)     300,000      324,645
Southern California Edison Co.'s First & Refunding Mortgage Bonds, 3.65%, 2/01/2050      252,000      252,021
Virginia Electric & Power Co., 3.5%, 3/15/2027      1,005,000    1,112,684
Virginia Electric & Power Co., 2.875%, 7/15/2029      217,000      233,091
        $12,548,515
Total Bonds (Identified Cost, $336,802,680)   $344,599,668
Issuer     Shares/Par Value ($)
Common Stocks – 34.5%
Aerospace & Defense – 1.0%  
Honeywell International, Inc. (f)   9,535 $   2,091,502
L3Harris Technologies, Inc.   4,383      947,385
Lockheed Martin Corp. (f)   3,782    1,430,920
Northrop Grumman Corp.   2,402      872,959
           $5,342,766
Alcoholic Beverages – 0.9%  
Diageo PLC   38,513 $   1,843,849
Heineken N.V.   12,028    1,457,597
Pernod Ricard S.A.   6,797    1,508,747
           $4,810,193
Apparel Manufacturers – 0.5%  
Adidas AG   3,095 $   1,151,980
Compagnie Financiere Richemont S.A.   12,376    1,497,426
           $2,649,406
Automotive – 0.8%  
Aptiv PLC (a)   5,864 $     922,583
Lear Corp.   4,934      864,832
LKQ Corp. (a)   21,618    1,064,038
Magna International, Inc.   15,066    1,394,905
Yutong Bus Co. Ltd., “A”   63,700      123,132
           $4,369,490
Biotechnology – 0.1%  
Gilead Sciences, Inc.   6,326 $     435,608
Brokerage & Asset Managers – 0.9%  
BlackRock, Inc.   1,227 $   1,073,588
Cboe Global Markets, Inc.   8,198      975,972
Charles Schwab Corp. (f)   28,511    2,075,886
IG Group Holdings PLC   14,607      171,144
NASDAQ, Inc.   5,517      969,888
           $5,266,478
Business Services – 1.6%  
Accenture PLC, “A” (s)   6,612 $   1,949,151
Amdocs Ltd.   11,299      874,091
CGI, Inc. (a)   13,436    1,218,193
Equifax, Inc.   2,736      655,299
Experian PLC   16,974      654,157
Fidelity National Information Services, Inc.   7,192    1,018,891
Fiserv, Inc. (a)(f)   9,898    1,057,997
Nomura Research Institute Ltd.   19,200      635,132
Secom Co. Ltd.   13,600    1,033,695
           $9,096,606
Cable TV – 0.5%  
Comcast Corp., “A” (f)   51,740 $   2,950,215
Chemicals – 0.7%  
3M Co. (f)   6,855 $   1,361,609
Eastman Chemical Co.   4,111      479,959
PPG Industries, Inc. (f)   12,348    2,096,320
           $3,937,888
 
14


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Computer Software – 0.2%  
Adobe Systems, Inc. (a)   380 $     222,543
Microsoft Corp.   4,415    1,196,024
           $1,418,567
Computer Software - Systems – 1.5%  
Amadeus IT Group S.A. (a)   16,699 $   1,174,586
Asustek Computer, Inc.   13,000      173,333
Compal Electronics   175,000      140,377
Fujitsu Ltd.   9,600    1,797,380
Hitachi Ltd.   37,900    2,170,052
Hon Hai Precision Industry Co. Ltd.   176,000      707,474
Samsung Electronics Co. Ltd.   29,440    2,109,673
           $8,272,875
Construction – 0.6%  
D.R. Horton, Inc.   1,719 $     155,346
Masco Corp.   19,444    1,145,446
Stanley Black & Decker, Inc.   4,979    1,020,645
Vulcan Materials Co.   5,378      936,149
           $3,257,586
Consumer Products – 1.1%  
Colgate-Palmolive Co. (f)   33,443 $   2,720,588
Kimberly-Clark Corp. (f)   13,477    1,802,953
Reckitt Benckiser Group PLC   15,336    1,357,078
           $5,880,619
Containers – 0.1%  
Graphic Packaging Holding Co.   37,542 $     681,012
Electrical Equipment – 1.4%  
Johnson Controls International PLC   25,176 $   1,727,829
Legrand S.A.   8,860      937,743
Schneider Electric SE   29,270    4,604,912
Yokogawa Electric Corp.   32,400      484,126
           $7,754,610
Electronics – 2.0%  
Analog Devices, Inc.   3,745 $     644,739
Intel Corp.   36,015    2,021,882
Kyocera Corp.   12,300      760,398
NXP Semiconductors N.V.   6,147    1,264,561
Taiwan Semiconductor Manufacturing Co. Ltd., ADR   31,933    3,837,069
Texas Instruments, Inc. (f)   14,561    2,800,081
        $11,328,730
Energy - Independent – 0.4%  
China Shenhua Energy Co. Ltd.   201,500 $     394,991
ConocoPhillips   17,814    1,084,873
Hess Corp.   6,836      596,919
           $2,076,783
Energy - Integrated – 0.4%  
China Petroleum & Chemical Corp.   2,778,000 $   1,406,121
Eni S.p.A.   42,955      523,091
LUKOIL PJSC, ADR   1,131      104,753
           $2,033,965
Issuer     Shares/Par Value ($)
Common Stocks – continued
Engineering - Construction – 0.0%  
Quanta Services, Inc.   2,640 $     239,105
Food & Beverages – 1.4%  
Danone S.A.   22,362 $   1,574,240
General Mills, Inc. (f)   30,426    1,853,856
J.M. Smucker Co.   13,690    1,773,813
Nestle S.A.   21,557    2,684,461
           $7,886,370
Food & Drug Stores – 0.2%  
Albertsons Cos., Inc., “A” (l)   14,906 $     293,052
Tesco PLC   356,519    1,099,529
           $1,392,581
General Merchandise – 0.1%  
Bim Birlesik Magazalar A.S.   40,728 $     290,722
Walmart de Mexico S.A.B. de C.V.   110,467      360,595
             $651,317
Health Maintenance Organizations – 0.3%  
Cigna Corp.   7,295 $   1,729,426
Insurance – 2.1%  
Aon PLC (s)   12,167 $   2,904,993
Chubb Ltd.   11,363    1,806,035
Equitable Holdings, Inc.   20,097      611,954
Hartford Financial Services Group, Inc.   6,594      408,630
Manulife Financial Corp.   92,797    1,826,595
Marsh & McLennan Cos., Inc.   6,600      928,488
MetLife, Inc.   10,678      639,078
NN Group N.V.   4,577      215,893
Samsung Fire & Marine Insurance Co. Ltd.   3,677      719,956
Travelers Cos., Inc.   8,707    1,303,525
Willis Towers Watson PLC   1,451      333,759
        $11,698,906
Leisure & Toys – 0.1%  
Brunswick Corp.   3,212 $     319,979
Machinery & Tools – 1.1%  
Eaton Corp. PLC   24,073 $   3,567,137
Ingersoll Rand, Inc. (a)   28,635    1,397,675
Kubota Corp. (l)   55,800    1,128,607
           $6,093,419
Major Banks – 3.1%  
Bank of America Corp.   57,750 $   2,381,033
BNP Paribas   19,713    1,235,820
China Construction Bank Corp.   805,000      633,483
DBS Group Holdings Ltd.   81,100    1,797,866
Goldman Sachs Group, Inc. (f)   6,208    2,356,122
JPMorgan Chase & Co. (f)   19,715    3,066,471
Mitsubishi UFJ Financial Group, Inc.   220,400    1,190,531
NatWest Group PLC   578,699    1,626,645
UBS Group AG   200,353    3,066,197
        $17,354,168
 
15


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Medical & Health Technology & Services – 0.3%  
HCA Healthcare, Inc.   3,041 $     628,696
Quest Diagnostics, Inc.   6,143      810,692
           $1,439,388
Medical Equipment – 1.2%  
Becton, Dickinson and Co.   5,285 $   1,285,259
Boston Scientific Corp. (a)   28,669    1,225,886
Danaher Corp. (f)   4,405    1,182,126
Medtronic PLC   16,045    1,991,666
Thermo Fisher Scientific, Inc.   1,693      854,068
           $6,539,005
Metals & Mining – 0.4%  
ArcelorMittal S.A.   5,322 $     163,128
Fortescue Metals Group Ltd.   37,597      658,092
MMC Norilsk Nickel PJSC, ADR   4,533      154,439
POSCO   438      135,350
Rio Tinto PLC   13,365    1,099,839
Vale S.A.   13,800      314,217
           $2,525,065
Natural Gas - Distribution – 0.1%  
Italgas S.p.A.   35,996 $     235,265
UGI Corp.   3,021      139,902
             $375,167
Natural Gas - Pipeline – 0.1%  
Enterprise Products Partners LP   13,634 $     328,988
Other Banks & Diversified Financials – 0.9%  
Citigroup, Inc.   4,907 $     347,170
KB Financial Group, Inc.   4,062      201,269
KBC Group N.V.   12,149      926,285
Sberbank of Russia PJSC, ADR   28,120      466,933
SLM Corp.   16,749      350,724
Synchrony Financial   3,940      191,169
Tisco Financial Group PLC   118,300      326,663
Truist Financial Corp.   35,751    1,984,181
           $4,794,394
Pharmaceuticals – 3.5%  
Bayer AG   28,774 $   1,747,222
Eli Lilly & Co. (f)   5,981    1,372,759
Johnson & Johnson (f)   34,586    5,697,698
Merck & Co., Inc. (f)   33,426    2,599,540
Novartis AG   10,298      938,479
Novo Nordisk A.S., “B”   15,565    1,304,022
Organon & Co. (a)(f)   3,342      101,138
Roche Holding AG   14,467    5,449,849
Santen Pharmaceutical Co. Ltd.   19,400      267,177
        $19,477,884
Printing & Publishing – 0.5%  
RELX PLC   31,925 $     850,982
Transcontinental, Inc., “A”   4,131       77,581
Wolters Kluwer N.V.   16,018    1,609,117
           $2,537,680
Issuer     Shares/Par Value ($)
Common Stocks – continued
Railroad & Shipping – 0.5%  
Canadian Pacific Railway Ltd.   20,112 $   1,546,528
Union Pacific Corp.   5,837    1,283,731
           $2,830,259
Real Estate – 0.2%  
Extra Space Storage, Inc., REIT   1,309 $     214,440
National Storage Affiliates Trust, REIT   2,483      125,540
Omega Healthcare Investors, Inc., REIT   6,034      218,974
Shimao Property Holdings Ltd.   100,000      245,225
Starwood Property Trust, Inc., REIT   13,093      342,644
           $1,146,823
Restaurants – 0.1%  
Yum China Holdings, Inc.   9,592 $     635,470
Specialty Chemicals – 0.3%  
Akzo Nobel N.V.   9,329 $   1,152,646
Axalta Coating Systems Ltd. (a)   13,510      411,920
Nitto Denko Corp.   2,700      201,476
           $1,766,042
Specialty Stores – 0.2%  
Home Depot, Inc.   3,966 $   1,264,718
Telecommunications - Wireless – 1.3%  
KDDI Corp.   127,900 $   3,989,140
Mobile TeleSystems PJSC, ADR   15,959      147,780
T-Mobile USA, Inc. (a)(f)   9,881    1,431,065
Turkcell Iletisim Hizmetleri A.S.   61,354      113,452
Vodafone Group PLC   900,460    1,511,419
           $7,192,856
Telephone Services – 0.2%  
Hellenic Telecommunications Organization S.A.   23,282 $     390,634
PT Telekom Indonesia   576,300      125,196
Quebecor, Inc., “B”   14,274      380,686
             $896,516
Tobacco – 0.7%  
British American Tobacco PLC   28,224 $   1,093,183
Imperial Tobacco Group PLC   27,713      596,882
Japan Tobacco, Inc. (l)   55,800    1,054,020
Philip Morris International, Inc. (s)   14,282    1,415,489
           $4,159,574
Utilities - Electric Power – 0.9%  
CLP Holdings Ltd.   43,000 $     425,331
DTE Energy Co.   1,433      185,717
Duke Energy Corp.   12,281    1,212,380
E.ON SE   127,120    1,470,245
Energias do Brasil S.A.   27,043       96,128
ENGIE Energía Brasil S.A.   19,100      150,341
Exelon Corp.   16,428      727,925
Iberdrola S.A.   49,733      606,221
 
16


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Utilities - Electric Power – continued  
Terna Participacoes S.A., IEU   45,383 $     336,691
           $5,210,979
Total Common Stocks (Identified Cost, $115,145,512)   $192,049,476
Preferred Stocks – 0.3%
Computer Software - Systems – 0.1%        
Samsung Electronics Co. Ltd.   4,697 $     307,391
Consumer Products – 0.2%        
Henkel AG & Co. KGaA   11,426 $   1,206,348
Total Preferred Stocks (Identified Cost, $704,239)     $ 1,513,739
Convertible Preferred Stocks – 0.1%
Medical Equipment – 0.0%  
Boston Scientific Corp., 5.5%   1,572 $     182,446
Danaher Corp., 4.75%   101      181,660
             $364,106
Utilities - Electric Power – 0.1%  
CenterPoint Energy, Inc., 7%   9,867 $     447,173
Total Convertible Preferred Stocks (Identified Cost, $750,425)     $ 811,279
Issuer Strike
Price
First
Exercise
Shares/Par Value ($)
Warrants –
0.0%
       
Apparel Manufacturers – 0.0%        
Compagnie Financiere Richemont S.A. (1 share for 2 warrants, Expiration 12/04/23) (a) (Identified Cost, $0) CHF 67.00 11/20/23 29,766 $      19,946
         
Investment Companies (h) – 2.3%
Money Market Funds – 2.3%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $12,589,073)     12,589,073 $ 12,589,073
    
 
Underlying/Expiration Date/Exercise Price Put/Call Counterparty Notional
Amount
Par Amount/
Number of
Contracts
Value ($)
Purchased Options – 0.2%  
Market Index Securities – 0.0%  
S&P 500 Index – July 2021 @ $3,300 Put Goldman Sachs International $  9,024,750   21 $ 1,050
Other – 0.2%  
U.S. Treasury 10 yr - Interest Rate Swap - Fund pays 1.75%, Fund receives FLR (3-month LIBOR) – September 2022 Put Merrill Lynch International $ 39,000,000  $ 39,000,000 $ 997,804
Total Purchased Options
(Premiums Paid, $383,615)
  $ 998,854
Collateral for Securities Loaned – 0.0%
State Street Navigator Securities Lending Government Money Market Portfolio, 0.02% (j) (Identified Cost, $133,455) $ 133,455
Other Assets, Less Liabilities – 0.6% 3,195,124
Net Assets – 100.0% $555,910,614
(a) Non-income producing security.
(f) All or a portion of the security has been segregated as collateral for open futures contracts and cleared swap agreements.
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $12,589,073 and $540,126,417, respectively.
(i) Interest only security for which the fund receives interest on notional principal (Par amount). Par amount shown is the notional principal and does not reflect the cost of the security.
(j) The rate quoted is the annualized seven-day yield of the fund at period end.
(l) A portion of this security is on loan. See Note 2 for additional information.
(n) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was $54,625,481, representing 9.8% of net assets.
(s) Security or a portion of the security was pledged to cover collateral requirements for certain derivative transactions.
17


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.
(w) When-issued security.
(z) Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. The fund holds the following restricted securities:
Restricted Securities Acquisition
Date
Cost Value
MF1 CLO Ltd., 2020-FL3, “AS”, FLR, 2.974% (LIBOR - 1mo. + 2.85%), 7/15/2035 6/12/2020 $357,000 $362,128
% of Net assets     0.1%
    
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
AGM Assured Guaranty Municipal
CLO Collateralized Loan Obligation
CMT Constant Maturity Treasury
EURIBOR Euro Interbank Offered Rate
FLR Floating Rate. Interest rate resets periodically based on the parenthetically disclosed reference rate plus a spread (if any). The period-end rate reported may not be the current rate. All reference rates are USD unless otherwise noted.
ICE Intercontinental Exchange
IEU International Equity Unit
LIBOR London Interbank Offered Rate
NPFG National Public Finance Guarantee Corp.
PCL Public Company Limited
REIT Real Estate Investment Trust
SOFR Secured Overnight Financing Rate
SONIA Sterling Overnight Index Average
TBA To Be Announced
UMBS Uniform Mortgage-Backed Security
Abbreviations indicate amounts shown in currencies other than the U.S. dollar. All amounts are stated in U.S. dollars unless otherwise indicated. A list of abbreviations is shown below:
AUD Australian Dollar
BRL Brazilian Real
CAD Canadian Dollar
CHF Swiss Franc
CLP Chilean Peso
CNH Chinese Yuan Renminbi (Offshore)
CNY China Yuan Renminbi
COP Colombian Peso
CZK Czech Koruna
DKK Danish Krone
EUR Euro
GBP British Pound
HKD Hong Kong Dollar
HUF Hungarian Forint
IDR Indonesian Rupiah
ILS Israeli Shekel
ISK Iceland Krona
JPY Japanese Yen
KRW South Korean Won
MXN Mexican Peso
NOK Norwegian Krone
NZD New Zealand Dollar
PLN Polish Zloty
RUB Russian Ruble
18


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
SEK Swedish Krona
SGD Singapore Dollar
THB Thai Baht
TRY Turkish Lira
TWD Taiwan Dollar
UYU Uruguayan Peso
ZAR South African Rand
Derivative Contracts at 6/30/21
Forward Foreign Currency Exchange Contracts
Currency
Purchased
Currency
Sold
Counterparty Settlement
Date
Unrealized
Appreciation
(Depreciation)
Asset Derivatives
BRL 8,850,000 USD 1,753,517 Citibank N.A. 8/03/2021 $ 19,772
BRL 1,759,000 USD 350,972 Goldman Sachs International 8/03/2021 1,482
CAD 679,000 USD 543,026 HSBC Bank 7/16/2021 4,725
CAD 11,575,375 USD 9,329,345 JPMorgan Chase Bank N.A. 9/24/2021 8,346
CAD 2,796,240 USD 2,237,476 Morgan Stanley Capital Services, Inc. 7/16/2021 18,261
CAD 6,166,375 USD 4,935,991 UBS AG 7/16/2021 38,446
CLP 143,602,000 USD 194,992 JPMorgan Chase Bank N.A. 9/21/2021 123
CNH 11,273,000 USD 1,730,825 Goldman Sachs International 7/16/2021 10,741
CNH 107,659,000 USD 16,406,283 JPMorgan Chase Bank N.A. 7/16/2021 225,952
CZK 8,355,000 USD 382,023 Citibank N.A. 7/16/2021 6,434
GBP 375,000 USD 517,622 JPMorgan Chase Bank N.A. 7/16/2021 1,138
GBP 819,861 USD 1,132,596 Morgan Stanley Capital Services, Inc. 7/16/2021 1,566
IDR 16,199,936,460 USD 1,104,365 JPMorgan Chase Bank N.A. 9/22/2021 5,585
ILS 1,799,000 USD 548,190 JPMorgan Chase Bank N.A. 7/16/2021 3,683
KRW 1,936,632,000 USD 1,712,918 Barclays Bank PLC 8/17/2021 6,396
KRW 784,835,000 USD 693,617 Citibank N.A. 8/17/2021 3,148
KRW 717,286,000 USD 634,295 JPMorgan Chase Bank N.A. 8/17/2021 2,501
MXN 90,023,173 USD 4,496,016 UBS AG 7/16/2021 12,245
NOK 14,895,000 USD 1,719,549 Goldman Sachs International 7/16/2021 10,509
NOK 178,350,992 USD 20,660,700 Goldman Sachs International 9/24/2021 59,913
PLN 2,754,930 USD 719,363 Merrill Lynch International 7/16/2021 3,203
RUB 43,746,000 USD 589,132 Goldman Sachs International 7/30/2021 6,653
SEK 169,785,015 USD 19,777,274 Goldman Sachs International 9/24/2021 77,278
USD 1,574,268 AUD 2,039,375 Deutsche Bank AG 7/16/2021 44,726
USD 255,854 AUD 330,568 HSBC Bank 7/16/2021 7,927
USD 21,719,923 AUD 28,892,481 JPMorgan Chase Bank N.A. 9/24/2021 44,491
USD 5,431,462 AUD 7,011,000 Merrill Lynch International 7/16/2021 173,174
USD 808,852 CAD 1,000,970 Deutsche Bank AG 7/16/2021 1,366
USD 14,451,013 CHF 13,280,785 JPMorgan Chase Bank N.A. 9/24/2021 65,678
USD 305,185 COP 1,149,784,960 JPMorgan Chase Bank N.A. 9/24/2021 162
USD 364,667 CZK 7,843,822 JPMorgan Chase Bank N.A. 9/24/2021 184
USD 798,540 DKK 4,986,301 JPMorgan Chase Bank N.A. 9/24/2021 2,159
USD 1,293,106 EUR 1,063,224 Brown Brothers Harriman 7/16/2021 32,018
USD 5,541,095 EUR 4,619,222 Citibank N.A. 7/16/2021 62,239
USD 29,446,567 EUR 24,439,398 Deutsche Bank AG 7/16/2021 459,015
USD 1,736,207 EUR 1,457,000 Goldman Sachs International 7/16/2021 8,061
USD 74,570,631 EUR 62,600,165 Goldman Sachs International 9/24/2021 215,406
USD 1,418,708 EUR 1,171,170 JPMorgan Chase Bank N.A. 7/16/2021 29,583
USD 7,858,639 EUR 6,598,271 JPMorgan Chase Bank N.A. 9/24/2021 21,345
USD 660,156 EUR 550,000 Merrill Lynch International 7/16/2021 7,801
USD 6,772,502 EUR 5,581,195 Morgan Stanley Capital Services, Inc. 7/16/2021 152,651
USD 1,432,137 EUR 1,181,849 NatWest Markets PLC 7/16/2021 30,346
USD 8,819,120 EUR 7,347,663 State Street Bank Corp. 7/16/2021 104,062
USD 1,274,827 EUR 1,041,559 UBS AG 7/16/2021 39,435
19


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Forward Foreign Currency Exchange Contracts - continued
Currency
Purchased
Currency
Sold
Counterparty Settlement
Date
Unrealized
Appreciation
(Depreciation)
Asset Derivatives - continued
USD 1,451,752 GBP 1,025,019 Citibank N.A. 7/16/2021 $ 33,783
USD 337,390 GBP 239,088 Deutsche Bank AG 7/16/2021 6,645
USD 12,641,850 GBP 9,106,412 Goldman Sachs International 9/24/2021 42,593
USD 141,086 GBP 99,900 JPMorgan Chase Bank N.A. 7/16/2021 2,888
USD 1,865,636 GBP 1,314,941 Merrill Lynch International 7/16/2021 46,600
USD 182,511 GBP 129,749 UBS AG 7/16/2021 3,021
USD 2,170,361 JPY 236,283,226 Citibank N.A. 7/16/2021 43,267
USD 739,338 JPY 80,000,000 Deutsche Bank AG 7/16/2021 19,154
USD 1,653,676 JPY 180,000,000 Goldman Sachs International 7/16/2021 33,261
USD 39,338,942 JPY 4,327,602,276 JPMorgan Chase Bank N.A. 9/24/2021 357,230
USD 3,509,700 NOK 29,200,000 JPMorgan Chase Bank N.A. 7/16/2021 118,114
USD 2,775,580 NZD 3,882,938 Deutsche Bank AG 7/16/2021 61,463
USD 917,932 SEK 7,775,000 BNP Paribas S.A. 7/16/2021 9,315
USD 845,975 SEK 7,171,000 Goldman Sachs International 7/16/2021 7,945
USD 6,462,520 SEK 54,645,942 JPMorgan Chase Bank N.A. 7/16/2021 76,386
USD 570,084 THB 17,906,350 JPMorgan Chase Bank N.A. 7/21/2021 11,850
USD 1,728,976 THB 54,225,000 JPMorgan Chase Bank N.A. 8/02/2021 37,229
USD 3,518,292 TWD 97,228,000 Barclays Bank PLC 8/24/2021 28,406
USD 2,060,404 ZAR 29,191,000 JPMorgan Chase Bank N.A. 7/16/2021 19,771
            $ 2,988,850
Liability Derivatives
AUD 1,619,424 USD 1,251,779 Citibank N.A. 7/16/2021 $ (37,202)
AUD 1,938,845 USD 1,504,127 Deutsche Bank AG 7/16/2021 (49,982)
AUD 184,729 USD 143,320 Morgan Stanley Capital Services, Inc. 7/16/2021 (4,772)
AUD 2,325,351 USD 1,797,666 NatWest Markets PLC 7/16/2021 (53,640)
AUD 36,000 USD 27,868 UBS AG 7/16/2021 (868)
CAD 2,100,000 USD 1,742,198 Goldman Sachs International 7/16/2021 (48,121)
CAD 1,500,777 USD 1,244,231 Morgan Stanley Capital Services, Inc. 7/16/2021 (33,549)
CHF 1,782,000 USD 1,936,801 State Street Bank Corp. 7/16/2021 (10,107)
CLP 1,230,089,000 USD 1,761,296 Barclays Bank PLC 8/13/2021 (88,078)
CLP 1,235,644,000 USD 1,691,041 Barclays Bank PLC 9/27/2021 (12,444)
COP 1,321,303,000 USD 358,881 Goldman Sachs International 9/03/2021 (7,867)
CZK 18,700,000 USD 898,434 Goldman Sachs International 7/16/2021 (28,997)
CZK 37,490,000 USD 1,756,442 JPMorgan Chase Bank N.A. 7/16/2021 (13,385)
DKK 4,719,079 USD 760,337 JPMorgan Chase Bank N.A. 7/16/2021 (7,646)
EUR 264,000 USD 320,507 Brown Brothers Harriman 7/16/2021 (7,377)
EUR 5,295,518 USD 6,461,386 Citibank N.A. 7/16/2021 (180,375)
EUR 11,795,795 USD 14,238,571 Deutsche Bank AG 7/16/2021 (247,590)
EUR 1,385,000 USD 1,686,808 JPMorgan Chase Bank N.A. 7/16/2021 (44,061)
EUR 1,251,731 USD 1,515,246 Merrill Lynch International 7/16/2021 (30,568)
EUR 350,000 USD 427,069 NatWest Markets PLC 7/16/2021 (11,934)
EUR 4,505,746 USD 5,436,007 UBS AG 7/16/2021 (91,745)
GBP 511,289 USD 710,329 Citibank N.A. 7/16/2021 (3,033)
GBP 1,200,000 USD 1,703,124 Credit Suisse Group 7/16/2021 (43,093)
GBP 1,194,056 USD 1,693,609 Deutsche Bank AG 7/16/2021 (41,801)
GBP 2,351,295 USD 3,281,268 Goldman Sachs International 7/16/2021 (28,582)
GBP 100,078 USD 141,424 JPMorgan Chase Bank N.A. 7/16/2021 (2,980)
GBP 562,082 USD 780,662 NatWest Markets PLC 7/16/2021 (3,101)
HUF 351,206,000 USD 1,196,243 Goldman Sachs International 7/16/2021 (11,313)
JPY 3,210,273,352 USD 29,547,028 Citibank N.A. 7/16/2021 (647,162)
JPY 406,404,257 USD 3,705,478 Deutsche Bank AG 7/16/2021 (46,902)
JPY 111,525,672 USD 1,015,790 JPMorgan Chase Bank N.A. 7/16/2021 (11,802)
20


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Forward Foreign Currency Exchange Contracts - continued
Currency
Purchased
Currency
Sold
Counterparty Settlement
Date
Unrealized
Appreciation
(Depreciation)
Liability Derivatives - continued
JPY 116,321,499 USD 1,069,721 Morgan Stanley Capital Services, Inc. 7/16/2021 $ (22,559)
KRW 1,147,659,000 USD 1,026,639 Barclays Bank PLC 8/17/2021 (7,764)
KRW 818,168,000 USD 731,984 Citibank N.A. 8/17/2021 (5,627)
KRW 3,020,970,900 USD 2,701,879 JPMorgan Chase Bank N.A. 7/08/2021 (19,436)
MXN 17,449,000 USD 880,003 Deutsche Bank AG 7/16/2021 (6,176)
NOK 14,846,000 USD 1,737,491 Deutsche Bank AG 7/16/2021 (13,125)
NOK 63,831,574 USD 7,608,008 Goldman Sachs International 7/16/2021 (193,957)
NZD 4,328,210 USD 3,137,069 Deutsche Bank AG 7/16/2021 (111,713)
NZD 267,000 USD 190,817 Goldman Sachs International 7/16/2021 (4,188)
NZD 282,729 USD 200,956 State Street Bank Corp. 7/16/2021 (3,333)
PLN 1,619,000 USD 441,610 Deutsche Bank AG 7/16/2021 (16,976)
PLN 1,581,000 USD 431,217 Goldman Sachs International 7/16/2021 (16,550)
SEK 29,694,000 USD 3,574,452 Goldman Sachs International 7/16/2021 (104,298)
SEK 29,775,000 USD 3,542,286 JPMorgan Chase Bank N.A. 7/16/2021 (62,665)
SGD 972,000 USD 724,734 HSBC Bank 7/16/2021 (1,897)
TRY 274,000 USD 31,890 State Street Bank Corp. 7/16/2021 (658)
USD 2,679,116 BRL 14,081,972 JPMorgan Chase Bank N.A. 8/03/2021 (142,512)
USD 634,864 CAD 787,000 Morgan Stanley Capital Services, Inc. 7/16/2021 (12)
USD 1,535,397 CLP 1,148,554,000 Citibank N.A. 8/13/2021 (26,914)
USD 5,584,058 CNH 36,247,000 JPMorgan Chase Bank N.A. 7/16/2021 (15,739)
USD 20,743,767 CNY 135,207,871 JPMorgan Chase Bank N.A. 9/24/2021 (60,805)
USD 1,185,383 EUR 1,000,000 HSBC Bank 7/16/2021 (716)
USD 725,583 EUR 612,000 JPMorgan Chase Bank N.A. 7/16/2021 (310)
USD 448,013 GBP 324,808 JPMorgan Chase Bank N.A. 7/16/2021 (1,313)
USD 792,442 GBP 574,877 UBS AG 7/16/2021 (2,819)
USD 1,092,022 IDR 16,018,869,000 JPMorgan Chase Bank N.A. 9/22/2021 (5,523)
USD 405,314 ILS 1,321,342 JPMorgan Chase Bank N.A. 9/24/2021 (384)
USD 1,741,431 KRW 1,965,205,000 Barclays Bank PLC 8/17/2021 (3,249)
USD 3,441,726 KRW 3,902,332,070 JPMorgan Chase Bank N.A. 9/24/2021 (22,443)
USD 3,592,291 MXN 72,686,365 Goldman Sachs International 7/16/2021 (47,762)
USD 763,359 MXN 15,905,487 Goldman Sachs International 9/24/2021 (26,232)
USD 9,041,579 NZD 12,974,631 Goldman Sachs International 9/24/2021 (25,329)
USD 625,424 PLN 2,384,778 Goldman Sachs International 9/24/2021 (161)
USD 506,079 RUB 37,544,093 JPMorgan Chase Bank N.A. 9/24/2021 (784)
USD 1,730,191 SEK 14,894,000 BNP Paribas S.A. 7/16/2021 (10,379)
USD 563,818 SGD 758,722 JPMorgan Chase Bank N.A. 9/24/2021 (407)
USD 1,913,226 ZAR 27,868,350 JPMorgan Chase Bank N.A. 7/16/2021 (34,946)
            $(2,869,738)
Futures Contracts
Description Long/
Short
Currency Contracts Notional
Amount
Expiration
Date
Value/Unrealized
Appreciation
(Depreciation)
Asset Derivatives
Equity Futures    
AEX 25 Index Short EUR 61 $10,550,598 July – 2021 $39,973
CAC 40 Index Short EUR 9 694,197 July – 2021 13,210
DAX Index Short EUR 17 7,825,239 September – 2021 78,269
FTSE Taiwan Index Long USD 48 2,928,480 July – 2021 26,454
FTSE/JSE Top 40 Index Short ZAR 151 6,331,426 September – 2021 131,542
NIFTY Index Short USD 426 13,416,444 July – 2021 47,668
21


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Description Long/
Short
Currency Contracts Notional
Amount
Expiration
Date
Value/Unrealized
Appreciation
(Depreciation)
Asset Derivatives - continued
Equity Futures - continued
Russell 2000 Index Short USD 129 $14,885,310 September – 2021 $147,161
S&P/ASX 200 Index Short AUD 145 19,636,226 September – 2021 170,795
            $655,072
Interest Rate Futures    
Canadian Treasury Bond 10 yr Long CAD 202 $23,713,327 September – 2021 $251,638
Canadian Treasury Bond 5 yr Short CAD 75 7,534,487 September – 2021 5,428
Euro-Bobl 5 yr Long EUR 64 10,180,376 September – 2021 4,400
Long Gilt 10 yr Long GBP 98 17,365,671 September – 2021 143,006
U.S. Treasury Note 5 yr Short USD 194 23,945,359 September – 2021 66,340
            $470,812
            $1,125,884
Liability Derivatives
Equity Futures    
BIST 30 Index Long TRY 4,772 $8,222,578 August – 2021 $(242,734)
FTSE 100 Index Long GBP 195 18,829,445 September – 2021 (245,871)
FTSE MIB Index Long EUR 106 15,713,703 September – 2021 (366,673)
Hang Seng Index Long HKD 83 15,302,667 July – 2021 (124,271)
IBEX 35 Index Long EUR 120 12,504,873 July – 2021 (528,981)
IBOV Index Long BRL 402 10,285,116 August – 2021 (314,403)
KOSPI 200 Index Short KRW 115 11,203,603 September – 2021 (113,607)
Mexbol Index Long MXN 393 9,988,438 September – 2021 (126,571)
MSCI Singapore Index Short SGD 5 132,167 July – 2021 (93)
OMX 30 Index Long SEK 276 7,307,884 July – 2021 (68,052)
S&P 500 E-Mini Index Short USD 55 11,793,650 September – 2021 (142,851)
S&P/TSX 60 Index Short CAD 61 11,836,835 September – 2021 (79,602)
Topix Index Long JPY 35 6,121,338 September – 2021 (68,396)
            $(2,422,105)
Interest Rate Futures    
Australian Note 10 yr Long AUD 189 $20,012,209 September – 2021 $(10,208)
Euro-Bund 10 yr Short EUR 382 78,184,830 September – 2021 (523,222)
Euro-Buxl 30 yr Short EUR 24 5,783,805 September – 2021 (74,878)
Japan Government Bond 10 yr Short JPY 32 43,693,055 September – 2021 (98,366)
U.S. Treasury Bond Short USD 37 5,947,750 September – 2021 (152,167)
U.S. Treasury Note 2 yr Long USD 99 21,811,711 September – 2021 (38,746)
U.S. Treasury Ultra Bond Long USD 6 1,156,125 September – 2021 (772)
U.S. Treasury Ultra Note 10 yr Short USD 12 1,766,438 September – 2021 (8,513)
            $(906,872)
            $(3,328,977)
Cleared Swap Agreements
Maturity
Date
Notional
Amount
Counterparty Cash Flows
to Receive/
Frequency
Cash Flows
to Pay/
Frequency
Unrealized
Appreciation
(Depreciation)
Net Unamortized
Upfront Payments
(Receipts)
Value
Asset Derivatives      
Interest Rate Swaps      
6/03/22 USD 167,000,000 centrally cleared 0.25%/Semi-annually 0.23% FLR (3-Month Libor)/Quarterly $130,790 $— $130,790
22


MFS Global Tactical Allocation Portfolio
Portfolio of Investments (unaudited) – continued
Maturity
Date
Notional
Amount
Counterparty Cash Flows
to Receive/
Frequency
Cash Flows
to Pay/
Frequency
Unrealized
Appreciation
(Depreciation)
  Net Unamortized
Upfront Payments
(Receipts)
  Value
Asset Derivatives - continued
Interest Rate Swaps - continued
11/06/24 USD 66,200,000 centrally cleared 1.58%/Semi-annually 0.25% FLR (3-Month Libor)/Quarterly $2,192,817   $—   $2,192,817
            $2,323,607   $—   $2,323,607
Liability Derivatives          
Interest Rate Swaps          
11/06/29 USD 33,600,000 centrally cleared 0.25% FLR (3-Month Libor)/Quarterly 1.70%/Semi-annually $(1,090,891)   $—   $(1,090,891)
11/06/49 USD 13,102,083 centrally cleared 0.25% FLR (3-Month Libor)/Quarterly 1.89%/Semi-annually (425,178)     (425,178)
            $(1,516,069)   $—   $(1,516,069)
At June 30, 2021, the fund had cash collateral of $2,777,350 and other liquid securities with an aggregate value of $39,978,864 to cover any collateral or margin obligations for certain derivative contracts. Restricted cash and/or deposits with brokers in the Statement of Assets and Liabilities are comprised of cash collateral.
See Notes to Financial Statements
23


MFS Global Tactical Allocation Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value, including $963,144 of securities on loan (identified cost, $453,919,926) $540,126,417
Investments in affiliated issuers, at value (identified cost, $12,589,073) 12,589,073
Cash 568,766
Foreign currency, at value (identified cost, $22,060) 21,697
Restricted cash for  
Forward foreign currency exchange contracts 670,000
Deposits with brokers for  
Futures contracts 2,095,016
Cleared options 12,334
Receivables for  
Forward foreign currency exchange contracts 2,988,850
Investments sold 5,718,702
Fund shares sold 71,106
Interest and dividends 3,375,479
Other assets 2,103
Total assets $568,239,543
Liabilities  
Payables for  
Net daily variation margin on open cleared swap agreements $103,801
Forward foreign currency exchange contracts 2,869,738
Net daily variation margin on open futures contracts 584,490
Investments purchased 2,545,923
TBA purchase commitments 4,695,512
Fund shares reacquired 201,709
When-issued investments purchased 992,979
Collateral for securities loaned, at value (c) 133,455
Payable to affiliates  
Investment adviser 21,443
Administrative services fee 457
Shareholder servicing costs 53
Distribution and/or service fees 7,062
Deferred country tax expense payable 292
Accrued expenses and other liabilities 172,015
Total liabilities $12,328,929
Net assets $555,910,614
Net assets consist of  
Paid-in capital $423,719,511
Total distributable earnings (loss) 132,191,103
Net assets $555,910,614
Shares of beneficial interest outstanding 34,914,558
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $41,398,276 2,551,531 $16.22
Service Class 514,512,338 32,363,027 15.90
(c) Non-cash collateral is not included.
See Notes to Financial Statements
24


MFS Global Tactical Allocation Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Interest $3,946,766
Dividends 3,236,367
Dividends from affiliated issuers 9,013
Income on securities loaned 1,036
Other 76
Foreign taxes withheld (198,280)
Total investment income $6,994,978
Expenses  
Management fee $2,004,442
Distribution and/or service fees 648,298
Shareholder servicing costs 7,350
Administrative services fee 41,361
Independent Trustees' compensation 4,796
Custodian fee 58,484
Shareholder communications 18,372
Audit and tax fees 46,164
Legal fees 2,125
Miscellaneous 56,591
Total expenses $2,887,983
Reduction of expenses by investment adviser (33,499)
Net expenses $2,854,484
Net investment income (loss) $4,140,494
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers (net of $44 country tax) $19,737,078
Written options 53,264
Futures contracts (845,889)
Swap agreements 144,872
Forward foreign currency exchange contracts 1,652,157
Foreign currency (416,060)
Net realized gain (loss) $20,325,422
Change in unrealized appreciation or depreciation  
Unaffiliated issuers (net of $292 increase in deferred country tax) $(11,615,248)
Futures contracts (1,549,676)
Swap agreements 1,558,759
Forward foreign currency exchange contracts 1,782,098
Translation of assets and liabilities in foreign currencies 54,397
Net unrealized gain (loss) $(9,769,670)
Net realized and unrealized gain (loss) $10,555,752
Change in net assets from operations $14,696,246
See Notes to Financial Statements
25


MFS Global Tactical Allocation Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $4,140,494 $6,760,505
Net realized gain (loss) 20,325,422 19,865,576
Net unrealized gain (loss) (9,769,670) 4,492,245
Change in net assets from operations $14,696,246 $31,118,326
Total distributions to shareholders $— $(34,497,547)
Change in net assets from fund share transactions $(33,001,380) $(21,278,512)
Total change in net assets $(18,305,134) $(24,657,733)
Net assets    
At beginning of period 574,215,748 598,873,481
At end of period $555,910,614 $574,215,748
See Notes to Financial Statements
26


MFS Global Tactical Allocation Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $15.79 $15.86 $14.58 $16.11 $15.04 $14.92
Income (loss) from investment operations            
Net investment income (loss) (d) $0.14 $0.22 $0.29 $0.29 $0.26 $0.29(c)
Net realized and unrealized gain (loss) 0.29 0.71 1.80 (0.99) 1.36 0.67
Total from investment operations $0.43 $0.93 $2.09 $(0.70) $1.62 $0.96
Less distributions declared to shareholders            
From net investment income $— $(0.28) $(0.45) $(0.13) $(0.51) $—
From net realized gain (0.72) (0.36) (0.70) (0.04) (0.84)
Total distributions declared to shareholders $— $(1.00) $(0.81) $(0.83) $(0.55) $(0.84)
Net asset value, end of period (x) $16.22 $15.79 $15.86 $14.58 $16.11 $15.04
Total return (%) (k)(r)(s)(x) 2.72(n) 6.23 14.58 (4.50) 10.83 6.24(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.80(a) 0.83 0.81 0.81 0.81 0.79(c)
Expenses after expense reductions (f) 0.79(a) 0.82 0.80 0.80 0.80 0.78(c)
Net investment income (loss) 1.71(a) 1.45 1.85 1.83 1.64 1.88(c)
Portfolio turnover 70(n) 120 82 86 35 38
Net assets at end of period (000 omitted) $41,398 $43,513 $46,175 $47,517 $56,096 $58,053
    
See Notes to Financial Statements
27


MFS Global Tactical Allocation Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $15.49 $15.57 $14.32 $15.84 $14.79 $14.72
Income (loss) from investment operations            
Net investment income (loss) (d) $0.11 $0.18 $0.24 $0.24 $0.22 $0.25(c)
Net realized and unrealized gain (loss) 0.30 0.70 1.77 (0.98) 1.34 0.66
Total from investment operations $0.41 $0.88 $2.01 $(0.74) $1.56 $0.91
Less distributions declared to shareholders            
From net investment income $— $(0.24) $(0.40) $(0.08) $(0.47) $—
From net realized gain (0.72) (0.36) (0.70) (0.04) (0.84)
Total distributions declared to shareholders $— $(0.96) $(0.76) $(0.78) $(0.51) $(0.84)
Net asset value, end of period (x) $15.90 $15.49 $15.57 $14.32 $15.84 $14.79
Total return (%) (k)(r)(s)(x) 2.65(n) 5.99 14.30 (4.80) 10.58 5.98(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.05(a) 1.08 1.06 1.06 1.06 1.04(c)
Expenses after expense reductions (f) 1.04(a) 1.07 1.05 1.05 1.05 1.03(c)
Net investment income (loss) 1.46(a) 1.19 1.60 1.58 1.39 1.63(c)
Portfolio turnover 70(n) 120 82 86 35 38
Net assets at end of period (000 omitted) $514,512 $530,703 $552,698 $559,478 $706,456 $733,775
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
28


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Global Tactical Allocation Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in derivatives as part of its principal investment strategy. Derivatives can be highly volatile and involve risks in addition to the risks of the underlying indicators on which the derivative is based. Derivatives can involve leverage. The fund invests in foreign securities, including securities of emerging market issuers. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions. Investments in emerging markets can involve additional and greater risks than the risks associated with investments in developed foreign markets. Emerging markets can have less developed markets, greater custody and operational risk, less developed legal, regulatory, accounting, and auditing systems, and greater political, social, and economic instability than developed markets.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Debt instruments and floating rate loans, including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Exchange-traded options are generally valued at the last sale or official closing price on their primary exchange as provided by a third-party pricing service. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation on their primary exchange as provided by a third-party pricing service. For put options, the position may be valued at the last daily ask quotation if there are no trades reported during the day. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued at valuations provided by a third-party pricing service. Futures contracts
29


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
are generally valued at last posted settlement price on their primary exchange as provided by a third-party pricing service. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation on their primary exchange as provided by a third-party pricing service. Forward foreign currency exchange contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Swap agreements are generally valued using valuations provided by a third-party pricing service, which for cleared swaps includes an evaluation of any trading activity at the clearinghouses. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments, such as futures contracts, forward foreign currency exchange contracts, and swap agreements. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
30


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities:        
United States $104,842,948 $— $— $104,842,948
Japan 14,711,734 14,711,734
Switzerland 13,656,358 13,656,358
United Kingdom 11,904,707 11,904,707
France 10,024,590 10,024,590
Canada 6,444,488 6,444,488
Germany 5,575,795 5,575,795
Taiwan 4,858,253 4,858,253
Netherlands 4,435,253 4,435,253
Other Countries 17,614,701 326,663 17,941,364
U.S. Treasury Bonds & U.S. Government Agencies & Equivalents 10,843,993 10,843,993
Non - U.S. Sovereign Debt 135,891,314 135,891,314
Municipal Bonds 3,710,683 3,710,683
U.S. Corporate Bonds 60,324,970 60,324,970
Residential Mortgage-Backed Securities 26,911,790 26,911,790
Commercial Mortgage-Backed Securities 14,024,548 14,024,548
Asset-Backed Securities (including CDOs) 10,671,010 10,671,010
Foreign Bonds 83,219,164 83,219,164
Mutual Funds 12,722,528 12,722,528
Total $206,791,355 $345,924,135 $— $552,715,490
Other Financial Instruments        
Futures Contracts – Assets $1,125,884 $— $— $1,125,884
Futures Contracts – Liabilities (3,328,977) (3,328,977)
Forward Foreign Currency Exchange Contracts – Assets 2,988,850 2,988,850
Forward Foreign Currency Exchange Contracts – Liabilities (2,869,738) (2,869,738)
Swap Agreements – Assets 2,323,607 2,323,607
Swap Agreements – Liabilities (1,516,069) (1,516,069)
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Derivatives — The fund uses derivatives in an attempt to adjust exposure to markets, asset classes, and currencies based on the adviser’s assessment of the relative attractiveness of such markets, asset classes, and currencies. Derivatives are used to increase or decrease the fund’s exposure to markets, asset classes, or currencies resulting from the fund’s individual security selections, and to expose the fund to markets, asset classes, or currencies in which the fund’s individual security selection has resulted in little or no exposure. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund uses derivatives as an investment to increase or decrease market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.
The derivative instruments used by the fund during the period were written options, purchased options, futures contracts, forward foreign currency exchange contracts, and swap agreements. Depending on the type of derivative, a fund may exit a derivative position by entering into an offsetting transaction with a counterparty or exchange, negotiating an agreement with the derivative counterparty, or novating the position to a third party. The fund may be unable to promptly close out a futures position in instances where the daily fluctuation in the price for that type of future exceeds the daily limit set by the exchange. The fund's period end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract tables, generally are indicative of the volume of its derivative activity during the period.
31


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
The following table presents, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the fund at June 30, 2021 as reported in the Statement of Assets and Liabilities:
    Fair Value (a)
Risk Derivative Contracts Asset Derivatives Liability Derivatives
Interest Rate Interest Rate Futures $470,812 $(906,872)
Equity Equity Futures 655,072 (2,422,105)
Interest Rate Interest Rate Swaps 2,323,607 (1,516,069)
Interest Rate Purchased Interest Rate Options 997,804
Equity Purchased Equity Options 1,050
Foreign Exchange Forward Foreign Currency Exchange Contracts 2,988,850 (2,869,738)
Total   $7,437,195 $(7,714,784)
(a) The value of purchased options outstanding is included in investments in unaffiliated issuers, at value, within the Statement of Assets and Liabilities. Values presented in this table for futures contracts and cleared swap agreements correspond to the values reported in the Portfolio of Investments. Only the current day net variation margin for futures contracts and cleared swap agreements is separately reported within the Statement of Assets and Liabilities.
The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Futures
Contracts
Swap
Agreements
Forward Foreign
Currency
Exchange
Contracts
Unaffiliated Issuers
(Purchased
Options)
Written
Options
Interest Rate $3,199,791 $124,247 $— $(174,196) $—
Foreign Exchange 1,652,157
Credit 20,625 53,264
Equity (4,045,680) (176,413)
Total $(845,889) $144,872 $1,652,157 $(350,609) $53,264
The following table presents, by major type of derivative contract, the change in unrealized appreciation or depreciation on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Futures
Contracts
Swap
Agreements
Forward Foreign
Currency
Exchange
Contracts
Unaffiliated Issuers
(Purchased
Options)
Interest Rate $(108,610) $1,562,752 $— $504,824
Foreign Exchange 1,782,098
Equity (1,441,066) 72,033
Credit (3,993)
Total $(1,549,676) $1,558,759 $1,782,098 $576,857
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain, but not all, uncleared derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an ISDA Master Agreement on a bilateral basis. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the ISDA Master Agreement, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each agreement to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
Collateral and margin requirements differ by type of derivative. For cleared derivatives (e.g., futures contracts, cleared swaps, and exchange-traded options), margin requirements are set by the clearing broker and the clearing house and collateral, in the form of cash or securities, is posted by the fund directly with the clearing broker. Collateral terms are counterparty agreement specific for uncleared derivatives (e.g., forward foreign currency exchange contracts, uncleared swap agreements, and uncleared options) and collateral, in the form of cash and securities, is held in segregated accounts with the fund's custodian in connection with these agreements. For derivatives traded under an ISDA Master Agreement, which contains a collateral support annex, the collateral
32


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
requirements are netted across all transactions traded under such counterparty-specific agreement and an amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated or delivered to cover the fund's collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as restricted cash for uncleared derivatives and/or deposits with brokers for cleared derivatives. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments. The fund may be required to make payments of interest on uncovered collateral or margin obligations with the broker. Any such payments are included in “Miscellaneous” expense in the Statement of Operations.
The following table presents the fund's derivative assets and liabilities (by type) on a gross basis as of June 30, 2021:
Gross Amounts of: Derivative Assets Derivative Liabilities
Futures Contracts (a) $— $(584,490)
Cleared Swap Agreements (a) (103,801)
Forward Foreign Currency Exchange Contracts 2,988,850 (2,869,738)
Purchased Options 998,854
Total Gross Amount of Derivative Assets
and Liabilities Presented in the
Statement of Assets & Liabilities
$3,987,704 $(3,558,029)
Less: Derivatives Assets and Liabilities Not Subject
to a Master Netting Agreement or
Similar Arrangement
250,573 (922,583)
Total Gross Amount of Derivative Assets and
Liabilities Subject to a Master Netting Agreement or
Similar Arrangement
$3,737,131 $(2,635,446)
(a) The amount presented here represents the fund's current day net variation margin for futures contracts and for cleared swap agreements. This amount, which is recognized within the Statement of Assets and Liabilities, differs from the fair value of the futures contracts and for cleared swap agreements which is presented in the tables that follow the Portfolio of Investments.
The following table presents (by counterparty) the fund's derivative assets net of amounts available for offset under Master Netting Agreements (or similar arrangements) and net of the related collateral held by the fund at June 30, 2021:
    Amounts Not Offset in the
Statement of Assets & Liabilities
  Gross Amount
of Derivative
Assets Subject
to a Master
Netting
Agreement (or
Similar
Arrangement)
by Counterparty
Financial
Instruments
Available
for Offset
Financial
Instruments
Collateral
Received (b)
Cash
Collateral
Received (b)
Net Amount
of Derivative
Assets by
Counterparty
Barclays Bank PLC $34,801 $(34,801) $— $— $—
Brown Brothers Harriman Co. 32,018 (7,377) 24,641
Citibank N.A. 168,642 (168,642)
Deutsche Bank AG 592,371 (534,264) 58,107
Goldman Sachs International 473,841 (473,841)
JPMorgan Chase Bank N.A. 1,034,399 (447,139) (80,000) 507,260
Merrill Lynch International 1,228,582 (30,569) (1,198,013)
Morgan Stanley Capital Services, Inc. 172,477 (60,892) 111,585
Total $3,737,131 $(1,757,525) $— $(1,278,013) $701,593
The following table presents (by counterparty) the fund's derivative liabilities net of amounts available for offset under Master Netting Agreements (or similar arrangements) and net of the related collateral pledged by the fund at June 30, 2021:
33


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
    Amounts Not Offset in the
Statement of Assets & Liabilities
  Gross Amount
of Derivative
Liabilities Subject
to a Master
Netting
Agreement (or
Similar
Arrangement)
by Counterparty
Financial
Instruments
Available
for Offset
Financial
Instruments
Collateral
Pledged (b)
Cash
Collateral
Pledged (b)
Net Amount
of Derivative
Liabilities by
Counterparty
Barclays Bank PLC $(111,535) $34,801 $— $— $(76,734)
Brown Brothers Harriman Co. (7,377) 7,377
Citibank N.A. (900,314) 168,642 650,000 (81,672)
Deutsche Bank AG (534,264) 534,264
Goldman Sachs International (543,356) 473,841 20,000 (49,515)
JPMorgan Chase Bank N.A. (447,139) 447,139
Merrill Lynch International (30,569) 30,569
Morgan Stanley Capital Services, Inc. (60,892) 60,892
Total $(2,635,446) $1,757,525 $— $670,000 $(207,921)
(b) The amount presented here may be less than the total amount of collateral (received)/pledged as the excess collateral (received)/pledged is not shown for purposes of this presentation.
Written Options — In exchange for a premium, the fund wrote call options on securities for which it anticipated the price would decline and also wrote put options on securities for which it anticipated the price would increase. At the time the option was written, the fund believed the premium received exceeded the potential loss that could result from adverse price changes in the options’ underlying securities. In a written option, the fund as the option writer grants the buyer the right to purchase from, or sell to, the fund a specified number of shares or units of a particular security, currency or index at a specified price within a specified period of time.
The premium received is initially recorded as a liability in the Statement of Assets and Liabilities. The option is subsequently marked-to-market daily with the difference between the premium received and the market value of the written option being recorded as unrealized appreciation or depreciation. When a written option expires, the fund realizes a gain equal to the amount of the premium received. The difference between the premium received and the amount paid on effecting a closing transaction is considered a realized gain or loss. When a written call option is exercised, the premium received is offset against the proceeds to determine the realized gain or loss. When a written put option is exercised, the premium reduces the cost basis of the security purchased by the fund.
At the initiation of the written option contract, for exchange traded options, the fund is required to deposit securities or cash as collateral with the custodian for the benefit of the broker or directly with the clearing broker, based on the type of option. For uncleared options, the fund may post collateral subject to the terms of an ISDA Master Agreement as generally described above if the market value of the options contract moves against it. The fund, as writer of an option, may have no control over whether the underlying securities may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the securities underlying the written option. Losses from writing options can exceed the premium received and can exceed the potential loss from an ordinary buy and sell transaction. Although the fund’s market risk may be significant, the maximum counterparty credit risk to the fund is equal to the market value of any collateral posted to the broker. For uncleared options, this risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above.
Purchased Options — The fund purchased call and put options for a premium. Purchased call and put options entitle the holder to buy and sell a specified number of shares or units of a particular security, currency or index at a specified price at a specified date or within a specified period of time. Purchasing call options may hedge against an anticipated increase in the dollar cost of securities or currency to be acquired or increase the fund’s exposure to an underlying instrument. Purchasing put options may hedge against an anticipated decline in the value of portfolio securities or currency or decrease the fund's exposure to an underlying instrument.
The premium paid is initially recorded as an investment in the Statement of Assets and Liabilities. That investment is subsequently marked-to-market daily with the difference between the premium paid and the market value of the purchased option being recorded as unrealized appreciation or depreciation. Premiums paid for purchased call and put options which have expired are treated as
34


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
realized losses on investments in the Statement of Operations. Upon the exercise or closing of a purchased call option, the premium paid is added to the cost of the security or financial instrument purchased. Upon the exercise or closing of a purchased put option, the premium paid is offset against the proceeds on the sale of the underlying security or financial instrument in order to determine the realized gain or loss on investments.
Whether or not the option is exercised, the fund's maximum risk of loss from purchasing an option is the amount of premium paid. All option contracts involve credit risk if the counterparty to the option contract fails to perform. For uncleared options, this risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Futures Contracts — The fund entered into futures contracts which may be used to hedge against or obtain broad market exposure, interest rate exposure, currency exposure, or to manage duration. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the fund is required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a specified percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gain or loss by the fund until the contract is closed or expires at which point the gain or loss on futures contracts is realized.
The fund bears the risk of interest rates, exchange rates or securities prices moving unexpectedly, in which case, the fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. While futures contracts may present less counterparty risk to the fund since the contracts are exchange traded and the exchange’s clearinghouse guarantees payments to the broker, there is still counterparty credit risk due to the insolvency of the broker. The fund’s maximum risk of loss due to counterparty credit risk is equal to the margin posted by the fund to the broker plus any gains or minus any losses on the outstanding futures contracts.
Forward Foreign Currency Exchange Contracts — The fund entered into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. These contracts may be used to hedge the fund’s currency risk or for non-hedging purposes. For hedging purposes, the fund may enter into contracts to deliver or receive foreign currency that the fund will receive from or use in its normal investment activities. The fund may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate movements. For non-hedging purposes, the fund may enter into contracts with the intent of changing the relative exposure of the fund’s portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.
Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on forward foreign currency exchange contracts.
Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of counterparties to meet the terms of their contracts. Generally, the fund’s maximum risk due to counterparty credit risk is the unrealized gain on the contract due to the use of Continuous Linked Settlement, a multicurrency cash settlement system for the centralized settlement of foreign transactions. This risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Swap Agreements — During the period the fund entered into swap agreements. Swap agreements generally involve a periodic exchange of cash payments on a net basis, at specified intervals or upon the occurrence of specified events, between the fund and a counterparty. Certain swap agreements may be entered into as a bilateral contract (“uncleared swaps”) while others are required to be centrally cleared (“cleared swaps”). In a cleared swap transaction, the ultimate counterparty to the transaction is a clearinghouse (the “clearinghouse”). The contract is transferred and accepted by the clearinghouse immediately following execution of the swap contract with an executing broker. Thereafter, throughout the term of the cleared swap, the fund interfaces indirectly with the clearinghouse through a clearing broker and has counterparty risk to the clearing broker as well.
Both cleared and uncleared swap agreements are marked to market daily. The value of uncleared swap agreements is reported in the Statement of Assets and Liabilities as “Uncleared swaps, at value” which includes any related interest accruals to be paid or received by the fund. For cleared swaps, payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the cleared swap, such that only the current day net receivable or payable for variation margin is reported in the Statement of Assets and Liabilities.
35


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
For both cleared and uncleared swaps, the periodic exchange of net cash payments, at specified intervals or upon the occurrence of specified events as stipulated by the agreement, is recorded as realized gain or loss on swap agreements in the Statement of Operations. Premiums paid or received at the inception of the agreements are amortized using the effective interest method over the term of the agreement as realized gain or loss on swap agreements in the Statement of Operations. A liquidation payment received or made upon early termination is recorded as a realized gain or loss on swap agreements in the Statement of Operations. The change in unrealized appreciation or depreciation on swap agreements in the Statement of Operations reflects the aggregate change over the reporting period in the value of swaps net of any unamortized premiums paid or received.
Risks related to swap agreements include the possible lack of a liquid market, unfavorable market and interest rate movements of the underlying instrument and the failure of the counterparty to perform under the terms of the agreements. The fund's maximum risk of loss from counterparty credit risk is the discounted net value of the cash flows to be received from/paid to the counterparty over the contract's remaining life, to the extent that the amount is positive. To address counterparty risk, uncleared swap agreements are limited to only highly-rated counterparties. Risk is further reduced by having an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement. The fund's counterparty risk due to cleared swaps is mitigated by the fact that the clearinghouse is the true counterparty to the transaction and the regulatory requirement safeguards in the event of a clearing broker bankruptcy.
The fund entered into interest rate swap agreements in order to manage its exposure to interest or foreign exchange rate fluctuations. Interest rate swap agreements involve the periodic exchange of cash flows, between the fund and a counterparty, based on the difference between two interest rates applied to a notional principal amount. The two interest rates exchanged may either be a fixed rate and a floating rate or two floating rates based on different indices.
The fund entered into credit default swap agreements in order to manage its exposure to the market or certain sectors of the market, to reduce its credit risk exposure to defaults of corporate and sovereign issuers or to create exposure to corporate or sovereign issuers to which it is not otherwise exposed. In a credit default swap agreement, the protection buyer can make an upfront payment and will make a stream of payments to the protection seller based on a fixed percentage applied to the agreement notional amount in exchange for the right to receive a specified return upon the occurrence of a defined credit event on the reference obligation (which may be either a single security or a basket of securities issued by corporate or sovereign issuers) and, with respect to the cases where physical settlement applies, the delivery by the buyer to the seller of a defined deliverable obligation. Although agreement-specific, credit events generally consist of a combination of the following: bankruptcy, failure to pay, restructuring, obligation acceleration, obligation default, or repudiation/moratorium, each as defined in the 2003 ISDA Credit Derivatives Definitions as amended by the relevant agreement. Restructuring is generally not applicable when the reference obligation is issued by a North American corporation and obligation acceleration, obligation default, or repudiation/moratorium are generally only applicable when the reference obligation is issued by a sovereign entity or an entity in an emerging country. Upon determination of the final price for the deliverable obligation (or upon delivery of the deliverable obligation in the case of physical settlement), the difference between the value of the deliverable obligation and the swap agreement’s notional amount is recorded as realized gain or loss on swap agreements in the Statement of Operations.
Security Loans — Under its Securities Lending Agency Agreement with the fund, State Street Bank and Trust Company, as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. Security loans can be terminated at the discretion of either the lending agent or the fund and the related securities must be returned within the earlier of the standard trade settlement period for such securities or within three business days. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the market value of the securities loaned. On loans collateralized by cash, the cash collateral is invested in a money market fund. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. The lending agent provides the fund with indemnification against Borrower default. In the event of Borrower default, the lending agent will, for the benefit of the fund, either purchase securities identical to those loaned or, when such purchase is commercially impracticable, pay the fund the market value of the loaned securities. In return, the lending agent assumes the fund's rights to the related collateral. If the collateral value is less than the cost to purchase identical securities, the lending agent is responsible for the shortfall, but only to the extent that such shortfall is not due to a decline in collateral value resulting from collateral reinvestment for which the fund bears the risk of loss. At period end, the fund had investment securities on loan, all of which were classified as equity securities in the fund's Portfolio of Investments, with a fair value of $963,144. The fair value of the fund's investment securities on loan and a related liability of $133,455 for cash collateral received on securities loaned are both presented gross in the Statement of Assets and Liabilities. Additionally, these loans were collateralized by U.S. Treasury Obligations of $884,569 held by the lending agent. The collateral on securities loaned exceeded the value of securities on loan at period end. The liability for cash collateral for securities loaned is carried at fair value, which is categorized as level 2 within the fair value hierarchy. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the remainder is allocated
36


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is separately reported in the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Some securities may be purchased or sold on an extended settlement basis, which means that the receipt or delivery of the securities by the fund and related payments occur at a future date, usually beyond the customary settlement period. Interest income is recorded on the accrual basis.
Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend and interest payments received in additional securities are recorded on the ex-dividend or ex-interest date in an amount equal to the value of the security on such date. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
The fund invests a significant portion of its assets in asset-backed and/or mortgage-backed securities. For these securities, the value of the debt instrument also depends on the credit quality and adequacy of the underlying assets or collateral as well as whether there is a security interest in the underlying assets or collateral. Enforcing rights, if any, against the underlying assets or collateral may be difficult. U.S. Government securities not supported as to the payment of principal or interest by the U.S. Treasury, such as those issued by Fannie Mae, Freddie Mac, and the Federal Home Loan Banks, are subject to greater credit risk than are U.S. Government securities supported by the U.S. Treasury, such as those issued by Ginnie Mae.
The fund may purchase or sell mortgage-backed securities on a “To Be Announced” (TBA) basis. A TBA transaction is subject to extended settlement and typically does not designate the actual security to be delivered, but instead includes an approximate principal amount. The price of the TBA security and the date that it will be settled are fixed at the time the transaction is negotiated. The value of the security varies with market fluctuations and no interest accrues to the fund until settlement takes place. TBA purchase and sale commitments are held at carrying amount, which approximates fair value and are categorized as level 2 within the fair value hierarchy and included in TBA purchase commitments in the Statement of Assets and Liabilities. Losses may arise as a result of changes in the value of the TBA investment prior to settlement date or due to counterparty non-performance. At the time that it enters into a TBA transaction, the fund is required to have sufficient cash and/or liquid securities to cover its commitments.
The fund may also enter into mortgage dollar rolls, typically TBA dollar rolls, in which the fund sells TBA mortgage-backed securities to financial institutions and simultaneously agrees to repurchase similar (same issuer, type and coupon) securities at a later date at an agreed-upon price. During the period between the sale and repurchase, the fund will not be entitled to receive interest and principal payments on the securities sold. The fund accounts for dollar roll transactions as purchases and sales and realizes gains and losses on these transactions. Dollar roll transactions involve the risk that the market value of the securities that the fund is required to purchase may decline below the agreed upon repurchase price of those securities.
The fund may purchase or sell securities on a when-issued or delayed delivery basis. In these extended settlement transactions, the receipt or delivery of the securities by the fund and related payments occur at a future date, usually beyond the normal settlement period. The price of such security and the date that the security will be settled are generally fixed at the time the transaction is negotiated. The value of the security varies with market fluctuations and for debt securities no interest accrues to the fund until settlement takes place. When the fund sells securities on a when-issued or delayed delivery basis, the fund typically owns or has the right to acquire securities equivalent in kind and amount to the securities sold. Purchase and sale commitments for when-issued or delayed delivery securities are held at carrying amount, which approximates fair value and are categorized as level 2 within the fair value hierarchy, and included in When-issued investments purchased in the Statement of Assets and Liabilities. Losses may arise due to changes in the value of the underlying securities prior to settlement date or if the counterparty does not perform under the contract’s terms, or if the issuer does not issue the securities due to political, economic or other factors. At the time that it enters into a when-issued or delayed delivery transaction, the fund is required to have sufficient cash and/or liquid securities to cover its commitments.
37


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
To mitigate the counterparty credit risk on TBA transactions, mortgage dollar rolls, and other types of forward settling mortgage-backed and asset-backed security transactions, the fund whenever possible enters into a Master Securities Forward Transaction Agreement (“MSFTA”) on a bilateral basis with each of the counterparties with whom it undertakes a significant volume of transactions. The MSFTA gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the MSFTA, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the MSFTA could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
For mortgage-backed and asset-backed securities traded under a MSFTA, the collateral and margining requirements are contract specific. Collateral amounts across all transactions traded under such agreement are netted and an amount is posted from one party to the other to collateralize such obligations. Cash that has been pledged to cover the fund's collateral or margin obligations under a MSFTA, if any, will be reported separately on the Statement of Assets and Liabilities as restricted cash. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to amortization and accretion of debt securities, wash sale loss deferrals, straddle loss deferrals, and derivative transactions.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $27,045,497
Long-term capital gains 7,452,050
Total distributions $34,497,547
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $476,092,556
Gross appreciation 80,660,646
Gross depreciation (4,037,712)
Net unrealized appreciation (depreciation) $76,622,934
As of 12/31/20  
Undistributed ordinary income 10,621,861
Undistributed long-term capital gain 18,479,245
Other temporary differences 174,564
Net unrealized appreciation (depreciation) 88,219,187
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
38


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $2,739,813
Service Class   31,757,734
Total $—   $34,497,547
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $300 million 0.75%
In excess of $300 million and up to $2.5 billion 0.675%
In excess of $2.5 billion 0.65%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $33,499, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.70% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.90% of average daily net assets for the Initial Class shares and 1.15% of average daily net assets for the Service Class shares. This written agreement will terminate on July 31, 2021. For the six months ended June 30, 2020, the fund’s actual operating expenses did not exceed the limit and therefore, the investment adviser did not pay any portion of the fund’s expenses related to this agreement.
Effective August 1, 2021, the investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.76% of average daily net assets for the Initial Class shares and 1.01% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $7,233, which equated to 0.0026% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $117.
39


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0147% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
The fund is permitted to engage in purchase and sale transactions with funds and accounts for which MFS serves as investment adviser or sub-adviser (“cross-trades”) pursuant to a policy adopted by the Board of Trustees. This policy has been designed to ensure that cross-trades conducted by the fund comply with Rule 17a-7 under the Investment Company Act of 1940. During the six months ended June 30, 2021, the fund engaged in purchase and sale transactions pursuant to this policy, which amounted to $13,676,009 and $7,022,712, respectively. The sales transactions resulted in net realized gains (losses) of $164,938.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than purchased option transactions and short-term obligations, were as follows:
  Purchases Sales
U.S. Government securities $76,260,271 $93,797,571
Non-U.S. Government securities 298,655,116 288,450,357
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 23,078 $369,147   100,173 $1,507,014
Service Class 397,622 6,280,331   1,140,931 17,184,459
  420,700 $6,649,478   1,241,104 $18,691,473
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   183,634 $2,739,813
Service Class   2,167,763 31,757,734
  $—   2,351,397 $34,497,547
Shares reacquired          
Initial Class (226,831) $(3,637,179)   (440,732) $(6,677,947)
Service Class (2,287,233) (36,013,679)   (4,551,744) (67,789,585)
  (2,514,064) $(39,650,858)   (4,992,476) $(74,467,532)
Net change          
Initial Class (203,753) $(3,268,032)   (156,925) $(2,431,120)
Service Class (1,889,611) (29,733,348)   (1,243,050) (18,847,392)
  (2,093,364) $(33,001,380)   (1,399,975) $(21,278,512)
40


MFS Global Tactical Allocation Portfolio
Notes to Financial Statements (unaudited) - continued
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $1,003 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $37,119,815 $289,595,212 $314,125,954 $— $— $12,589,073
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $9,013 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
41


MFS Global Tactical Allocation Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
42


MFS Global Tactical Allocation Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
43



Semiannual Report
June 30, 2021
MFS®  Government
Securities Portfolio
MFS® Variable Insurance Trust II
GSS-SEM


MFS® Government Securities Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Government Securities Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Government Securities Portfolio
Portfolio Composition
Portfolio structure (i)
Fixed income sectors (i)
Mortgage-Backed Securities 46.9%
U.S. Treasury Securities 38.1%
U.S. Government Agencies 7.0%
Commercial Mortgage-Backed Securities 4.7%
Municipal Bonds 2.0%
Collateralized Debt Obligations 1.6%
Investment Grade Corporates 1.6%
Non-U.S. Government Bonds 0.3%
Asset-Backed Securities 0.1%
Composition including fixed income credit quality (a)(i)
AAA 5.1%
AA 1.7%
A 3.2%
BBB 0.3%
U.S. Government 31.5%
Federal Agencies 53.9%
Not Rated 6.6%
Cash & Cash Equivalents 4.3%
Other (6.6)%
Portfolio facts (i)
Average Duration (d) 5.3
Average Effective Maturity (m) 6.6 yrs.
 
(a) For all securities other than those specifically described below, ratings are assigned to underlying securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. If none of the 3 rating agencies above assign a rating, but the security is rated by DBRS Morningstar, then the DBRS Morningstar rating is assigned. If none of the 4 ratings agencies listed above rate the security, but the security is rated by the Kroll Bond Rating Agency (KBRA), then the KBRA rating is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). Securities rated BBB or higher are considered investment grade. All ratings are subject to change. U.S. Government includes securities issued by the U.S. Department of the Treasury. Federal Agencies includes rated and unrated U.S. Agency fixed-income securities, U.S. Agency mortgage-backed securities, and collateralized mortgage obligations of U.S. Agency mortgage-backed securities. Not Rated includes fixed income securities and fixed income derivatives that have not been rated by any rating agency. The fund may or may not have held all of these instruments on this date. The fund is not rated by these agencies.
(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value due to the interest rate move.
(i) For purposes of this presentation, the components include the value of securities, and reflect the impact of the equivalent exposure of derivative positions, if any. These amounts may be negative from time to time. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than value. The bond component will include any accrued interest amounts.
(m) In determining each instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.
Where the fund holds convertible bonds, they are treated as part of the equity portion of the portfolio.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Other includes equivalent exposure from currency derivatives and/or any offsets to derivative positions and may be negative.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Government Securities Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.59% $1,000.00 $983.67 $2.90
Hypothetical (h) 0.59% $1,000.00 $1,021.87 $2.96
Service Class Actual 0.84% $1,000.00 $982.80 $4.13
Hypothetical (h) 0.84% $1,000.00 $1,020.63 $4.21
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
Notes to Expense Table
Expense ratios include approximately 0.01% of interest expenses that are outside of the expense limitation arrangement.
(See Note 3 of the Notes to Financial Statements).
3


MFS Government Securities Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Bonds – 95.3%
Asset-Backed & Securitized – 6.3%
Allegro CLO Ltd., 2016-1A, “BR2”, FLR, 1.734% (LIBOR - 3mo. + 1.55%), 1/15/2030 (n)   $ 635,246 $     635,247
Arbor Realty Trust, Inc., FLR, 1.572% (LIBOR - 1mo. + 1.5%), 12/15/2035 (n)     671,500      671,710
Bancorp Commercial Mortgage Trust, 2019-CRE6, “A”, FLR, 1.174% (LIBOR - 1mo. + 1.05%), 9/15/2036 (n)     500,855      500,542
BBCMS Mortgage Trust, 2021-C10, “XA”, 1.434%, 7/15/2054 (i)(w)     3,673,995      369,467
BBCMS Mortgage Trust, 2021-C9, “XA”, 1.769%, 2/15/2054 (i)     2,406,264      301,252
Benchmark Mortgage Trust, 2020-B18, “A5”, 1.925%, 7/15/2053      1,283,582    1,276,518
Benchmark Mortgage Trust, 2021-B23, “XA”, 1.385%, 2/15/2054 (i)     7,659,804      727,253
Benchmark Mortgage Trust, 2021-B24, “XA”, 1.274%, 3/15/2054 (i)     4,516,022      389,833
Benchmark Mortgage Trust, 2021-B26, “XA”, 0.999%, 6/15/2054 (i)     4,847,965      334,755
Benchmark Mortgage Trust, 2021-B27, “XA”, 1.273%, 7/15/2054 (i)     5,827,166      587,568
BPCRE Holder LLC, FLR, 0.931% (LIBOR - 1mo. + 0.85%), 2/15/2037 (n)     434,500      434,500
BPCRE Holder LLC, FLR, 1.631% (LIBOR - 1mo. + 1.55%), 2/15/2037 (n)     225,500      225,501
BXMT Ltd., 2021-FL4, “AS”, FLR, 1.372% (LIBOR - 1mo. + 1.3%), 5/15/2038 (n)     1,344,000    1,344,005
Capital Automotive, 2020-1A, “A4”, REIT, 3.19%, 2/15/2050 (n)     268,790      276,732
Citigroup Commercial Mortgage Trust, 2019-C7, “A4”, 3.102%, 12/15/2072      403,746      439,022
Citigroup Commercial Mortgage Trust, 2019-XA, “C7”, 1.003%, 12/15/2072 (i)(n)     4,440,157      275,634
Commercial Mortgage Pass-Through Certificates, 2020-BN28, “A4”, 1.844%, 3/15/2063      390,781      385,741
Commercial Mortgage Pass-Through Certificates, 2020-BN29, “A4”, 1.997%, 11/15/2053      751,414      749,789
Commercial Mortgage Pass-Through Certificates, 2020-BN30, “A4”, 1.925%, 12/15/2053      716,000      711,900
Commercial Mortgage Pass-Through Certificates, 2021-BN31,“XA”, 1.444%, 2/15/2054 (i)     5,912,763      610,212
Commercial Mortgage Pass-Through Certificates, 2021-BN32, “XA”, 0.893%, 4/15/2054 (i)     3,315,690      199,287
Commercial Mortgage Trust, 2015-DC1, “A5”, 3.35%, 2/10/2048      1,136,000    1,217,620
Commercial Mortgage Trust, 2017-COR2, “A3”, 3.51%, 9/10/2050      1,414,455    1,560,238
CSAIL Commercial Mortgage Trust, 2015-C2, “A4”, 3.504%, 6/15/2057      144,366      155,865
Issuer     Shares/Par Value ($)
Bonds – continued
Asset-Backed & Securitized – continued
GS Mortgage Securities Trust, 2015-GC30, “A4”, 3.382%, 5/10/2050    $ 1,965,000 $   2,125,280
GS Mortgage Securities Trust, 2015-GC32, “A2”, 3.062%, 7/10/2048      116,852      119,563
GS Mortgage Securities Trust, 2020-GC45, “A5”, 2.91%, 2/13/2053      741,658      795,068
LoanCore Ltd., 2021-CRE5, “AS”, 1.823%, 7/15/2036 (n)     1,110,500    1,111,539
Madison Park Funding Ltd., 2014-13A, “BR2”, FLR, 1.689% (LIBOR - 3mo. + 1.5%), 4/19/2030 (n)     1,572,067    1,579,710
MF1 CLO Ltd., 2021-FL5, “AS”, FLR, 1.324% (LIBOR - 1mo. + 1.2%), 7/15/2036 (n)     664,500      663,877
MF1 CLO Ltd., 2021-FL5, “B”, FLR, 1.574% (LIBOR - 1mo. + 1.45%), 7/15/2036 (n)     836,500      835,715
MF1 Multi-Family Housing Mortgage Loan Trust, 2020-FL4, “A”, FLR, 1.824% (LIBOR - 1mo. + 1.7%), 11/15/2035 (n)     836,000      842,791
Morgan Stanley Bank of America Merrill Lynch Trust, 2017-C34, “A4”, 3.536%, 11/15/2052      415,862      461,069
Morgan Stanley Capital I Trust, 2018-H4, “XA”, 1.026%, 12/15/2051 (i)     6,202,056      327,555
Morgan Stanley Capital I Trust, 2021-L5, “XA”, 1.425%, 5/15/2054 (i)     2,883,829      282,630
Palmer Square Loan Funding Ltd., 2020-1A, “A2”, FLR, 1.505% (LIBOR - 3mo. + 1.35%), 2/20/2028 (n)     680,583      677,098
PFP III Ltd., 2021-7, “AS”, FLR, 1.222% (LIBOR - 1mo. + 1.15%), 4/14/2038 (n)     933,000      930,679
Symphony CLO Ltd., 2016-17A, “BR”, FLR, 1.383% (LIBOR - 3mo. + 1.2%), 4/15/2028 (n)     1,332,260    1,328,165
UBS Commercial Mortgage Trust, 2017-C1, “A4”, 3.544%, 11/15/2050      1,133,267    1,253,797
Wells Fargo Commercial Mortgage Trust, 2018-C48, “XA”, 1.114%, 1/15/2052 (i)(n)     3,696,335      216,830
Wells Fargo Commercial Mortgage Trust, 2020-C58, “A4”, 2.092%, 7/15/2053      458,000      460,772
        $28,392,329
Automotive – 0.1%
Hyundai Capital America, 2.375%, 2/10/2023 (n)   $ 405,000 $     415,712
Consumer Services – 0.1%
Conservation Fund, 3.474%, 12/15/2029    $ 563,000 $     602,470
 
4


MFS Government Securities Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Industrial – 0.1%
Howard University, Washington D.C., 2.638%, 10/01/2021    $ 93,000 $      93,493
Howard University, Washington D.C., 2.738%, 10/01/2022      98,000      100,352
Howard University, Washington D.C., 2.801%, 10/01/2023      108,000      110,491
Howard University, Washington D.C., AGM, 2.416%, 10/01/2024      119,000      122,149
Howard University, Washington D.C., AGM, 2.516%, 10/01/2025      147,000      151,361
             $577,846
Major Banks – 0.3%
JPMorgan Chase & Co., 1.578% to 4/22/2026, FLR (SOFR + 0.885%) to 4/22/2027    $ 938,000 $     942,860
UBS Group AG, 3.491%, 5/23/2023 (n)     565,000      580,282
           $1,523,142
Medical & Health Technology & Services – 0.9%
Montefiore Obligated Group, AGM, 5.246%, 11/01/2048    $ 2,012,000 $   2,593,956
ProMedica Toledo Hospital, “B”, AGM, 5.325%, 11/15/2028      879,000    1,050,649
ProMedica Toledo Hospital, “B”, AGM, 5.75%, 11/15/2038      246,000      299,443
           $3,944,048
Mortgage-Backed – 46.8%  
Fannie Mae, 6%, 7/01/2021-7/01/2037    $ 490,310 $     572,067
Fannie Mae, 2.56%, 10/01/2021      214,465      214,415
Fannie Mae, 5.5%, 5/01/2022-3/01/2038      4,323,697    5,002,043
Fannie Mae, 2.152%, 1/25/2023      823,934      837,549
Fannie Mae, 2.73%, 4/01/2023      462,811      476,582
Fannie Mae, 2.41%, 5/01/2023      584,181      599,909
Fannie Mae, 2.55%, 5/01/2023      501,946      516,442
Fannie Mae, 4.5%, 5/01/2025-4/01/2041      3,207,719    3,549,481
Fannie Mae, 3.5%, 5/25/2025-7/01/2046      5,387,226    5,792,395
Fannie Mae, 4%, 3/25/2028-2/01/2045      10,940,460 11,920,587
Fannie Mae, 3%, 11/01/2028-5/25/2053      7,380,209    7,790,668
Fannie Mae, 6.5%, 9/01/2031-10/01/2037      427,527      500,714
Fannie Mae, 2.5%, 11/01/2031-10/01/2046      1,229,415    1,271,367
Fannie Mae, 3.5%, 12/25/2031-2/25/2036 (i)     429,507       45,889
Fannie Mae, 3%, 2/25/2033 (i)     469,028       46,228
Fannie Mae, 5%, 11/01/2033-3/01/2041      3,033,006    3,446,615
Fannie Mae, 2%, 10/25/2040-4/25/2046      835,027      852,667
Fannie Mae, 1.75%, 10/25/2041      1,221,828    1,243,935
Fannie Mae, 2.75%, 9/25/2042      491,210      512,128
Fannie Mae, UMBS, 2.5%, 2/01/2050-7/01/2050      1,280,030    1,330,930
Issuer     Shares/Par Value ($)
Bonds – continued
Mortgage-Backed – continued  
Fannie Mae, UMBS, 2%, 1/01/2051-2/01/2051    $ 786,323 $     796,445
Freddie Mac, 5%, 12/01/2021-12/01/2044      1,721,995    1,960,774
Freddie Mac, 5.5%, 5/01/2022-6/01/2041      1,035,648    1,199,823
Freddie Mac, 4.5%, 11/01/2022-5/01/2042      1,317,071    1,456,000
Freddie Mac, 3.32%, 2/25/2023      1,993,000    2,079,402
Freddie Mac, 3.25%, 4/25/2023      3,500,000    3,654,985
Freddie Mac, 6%, 6/01/2023-10/01/2038      1,385,665    1,601,440
Freddie Mac, 3.06%, 7/25/2023      326,000      341,884
Freddie Mac, 1.016%, 4/25/2024 (i)     14,271,229      270,769
Freddie Mac, 0.732%, 7/25/2024 (i)     17,217,746      236,663
Freddie Mac, 3.064%, 8/25/2024      1,703,107    1,812,703
Freddie Mac, 2.67%, 12/25/2024      3,924,000    4,167,270
Freddie Mac, 2.811%, 1/25/2025      3,025,000    3,228,152
Freddie Mac, 4%, 7/01/2025-4/01/2044      1,219,719    1,328,751
Freddie Mac, 3.5%, 1/15/2027-10/25/2058      14,273,372 15,312,401
Freddie Mac, 1.481%, 3/25/2027 (i)     1,030,000       75,431
Freddie Mac, 0.71%, 7/25/2027 (i)     29,774,608      955,923
Freddie Mac, 0.562%, 8/25/2027 (i)     24,682,335      612,769
Freddie Mac, 0.427%, 1/25/2028 (i)     42,575,553      830,875
Freddie Mac, 0.434%, 1/25/2028 (i)     17,536,106      352,016
Freddie Mac, 0.269%, 2/25/2028 (i)     49,593,526      511,949
Freddie Mac, 2.5%, 3/15/2028      165,900      169,576
Freddie Mac, 0.261%, 4/25/2028 (i)     31,912,370      308,079
Freddie Mac, 3%, 6/15/2028-2/25/2059      9,787,126 10,389,677
Freddie Mac, 1.218%, 7/25/2029 (i)     4,431,987      349,327
Freddie Mac, 1.268%, 8/25/2029 (i)     7,696,856      636,802
Freddie Mac, 1.915%, 4/25/2030 (i)     1,602,831      230,968
Freddie Mac, 1.984%, 4/25/2030 (i)     4,034,514      607,319
Freddie Mac, 1.765%, 5/25/2030 (i)     2,174,913      293,406
Freddie Mac, 1.906%, 5/25/2030 (i)     4,905,689      715,356
Freddie Mac, 1.436%, 6/25/2030 (i)     1,983,331      219,733
Freddie Mac, 1.704%, 8/25/2030 (i)     1,814,781      241,811
Freddie Mac, 1.262%, 9/25/2030 (i)     1,149,690      113,810
Freddie Mac, 1.172%, 11/25/2030 (i)     2,249,951      208,922
Freddie Mac, 0.423%, 1/25/2031 (i)     8,740,838      241,724
Freddie Mac, 0.873%, 1/25/2031 (i)     3,359,280      232,888
Freddie Mac, 1.026%, 1/25/2031 (i)     2,545,825      207,868
Freddie Mac, 0.625%, 3/25/2031 (i)     6,974,152      315,734
Freddie Mac, 0.837%, 3/25/2031 (i)     2,967,667      199,454
Freddie Mac, 1.224%, 5/25/2031 (i)     1,210,235      133,228
Freddie Mac, 6.5%, 8/01/2032-5/01/2037      250,952      289,398
Freddie Mac, 5.5%, 2/15/2036 (i)     118,737       21,749
Freddie Mac, 4.5%, 12/15/2040 (i)     45,000        4,243
Freddie Mac, 1.75%, 8/15/2041      364,924      374,240
Freddie Mac, UMBS, 6.5%, 8/01/2032      23,618       27,011
Freddie Mac, UMBS, 3%, 7/01/2050      30,137       32,088
Ginnie Mae, 5.5%, 7/15/2033-1/20/2042      945,497    1,103,435
Ginnie Mae, 5.7%, 8/20/2034      344,143      393,029
Ginnie Mae, 4%, 5/16/2039-7/20/2041      1,021,706    1,110,784
 
5


MFS Government Securities Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Mortgage-Backed – continued  
Ginnie Mae, 4.5%, 8/15/2039-9/20/2041    $ 2,416,699 $   2,711,349
Ginnie Mae, 3.5%, 10/20/2041 (i)     189,947       14,170
Ginnie Mae, 3.5%, 12/15/2041-6/20/2043      3,010,212    3,250,313
Ginnie Mae, 2.5%, 6/20/2042-7/20/2051      2,920,000    3,029,136
Ginnie Mae, 4%, 8/16/2042 (i)     211,080       29,077
Ginnie Mae, 2.25%, 9/20/2043      280,635      285,623
Ginnie Mae, 3%, 4/20/2045-6/20/2051      5,378,099    5,665,610
Ginnie Mae, 5.87%, 4/20/2058      19,335       22,269
Ginnie Mae, 0.56%, 2/16/2059 (i)     1,043,589       45,214
Ginnie Mae, TBA, 2.5%, 7/15/2051      5,975,000    6,183,191
Ginnie Mae, TBA, 3.5%, 7/15/2051      3,525,000    3,700,355
Ginnie Mae, TBA, 4%, 7/15/2051      250,000      263,994
Ginnie Mae, TBA, 2%, 7/21/2051      2,825,000    2,877,086
Ginnie Mae, TBA, 3%, 7/21/2051      2,425,000    2,530,194
UMBS, TBA, 3%, 7/19/2036-8/12/2051      12,375,000 12,896,941
UMBS, TBA, 1.5%, 7/25/2036-8/17/2036      3,325,000    3,361,998
UMBS, TBA, 2%, 7/25/2036-8/12/2051      35,225,000 35,643,009
UMBS, TBA, 2.5%, 7/25/2036-8/25/2051      18,675,000 19,310,824
        $ 210,301,048
Municipals – 2.0%
California Earthquake Authority Rev., “B”, 1.227%, 7/01/2021    $ 95,000 $      95,000
California Earthquake Authority Rev., “B”, 1.327%, 7/01/2022      295,000      297,929
California Earthquake Authority Rev., “B”, 1.477%, 7/01/2023      210,000      214,050
Massachusetts Educational Financing Authority, Education Loan Rev., “A”, 2.562%, 7/01/2026      70,000       73,170
Massachusetts Educational Financing Authority, Education Loan Rev., “A”, 2.682%, 7/01/2027      335,000      349,928
Michigan Finance Authority Tobacco Settlement Asset-Backed Rev. (2006 Sold Tobacco Receipts), “A-1”, 2.326%, 6/01/2030      313,269      326,710
New Jersey Economic Development Authority State Pension Funding Rev., Capital Appreciation, “B”, AGM, 0%, 2/15/2023      4,114,000    4,088,913
New York Transportation Development Corp., Special Facilities Taxable Rev. (Terminal 4 John F. Kennedy International Airport Project), “B”, 1.36%, 12/01/2021      140,000      140,514
New York Transportation Development Corp., Special Facilities Taxable Rev. (Terminal 4 John F. Kennedy International Airport Project), “B”, 1.61%, 12/01/2022      130,000      131,772
Philadelphia, PA, School District, “A”, AGM, 5.995%, 9/01/2030      960,000    1,249,047
Issuer     Shares/Par Value ($)
Bonds – continued
Municipals – continued
Port Oakland, CA, Senior Lien Refunding Taxable Rev., “R”, 1.081%, 5/01/2024    $ 200,000 $     201,904
Port Oakland, CA, Senior Lien Refunding Taxable Rev., “R”, 1.517%, 5/01/2026      295,000      298,235
Rhode Island Student Loan Authority, Education Loan Rev., “1”, 2.195%, 12/01/2039      200,000      203,643
Texas Transportation Commission, Central Texas Turnpike System First Tier Refunding Rev., Taxable, “B”, 1.98%, 8/15/2042      690,000      701,710
West Virginia Tobacco Settlement Financing Authority Asset-Backed Refunding, “A-1”, 1.497%, 6/01/2024      280,000      283,830
West Virginia Tobacco Settlement Financing Authority Asset-Backed Refunding, “A-1”, 1.647%, 6/01/2025      225,000      227,754
           $8,884,109
Supranational – 0.3%
Inter-American Development Bank, 4.375%, 1/24/2044    $ 1,093,000 $   1,498,289
U.S. Government Agencies and Equivalents – 7.0%
AID Tunisia, 2.452%, 7/24/2021    $ 1,444,000 $   1,443,682
Federal Home Loan Bank, 2.625%, 12/10/2021      4,800,000    4,854,271
Federal Home Loan Bank, 3%, 12/10/2021      20,500,000 20,766,074
Small Business Administration, 6.625%, 7/01/2021      12,138       12,139
Small Business Administration, 6.07%, 3/01/2022      15,799       16,020
Small Business Administration, 4.98%, 11/01/2023      32,394       33,738
Small Business Administration, 4.77%, 4/01/2024      95,995       99,826
Small Business Administration, 5.52%, 6/01/2024      45,527       47,798
Small Business Administration, 4.99%, 9/01/2024      8,901        9,284
Small Business Administration, 5.11%, 4/01/2025      68,680       72,426
Small Business Administration, 2.21%, 2/01/2033      554,601      577,571
Small Business Administration, 2.22%, 3/01/2033      892,518      922,623
Small Business Administration, 3.15%, 7/01/2033      832,446      889,424
Small Business Administration, 3.16%, 8/01/2033      481,484      514,395
Small Business Administration, 3.62%, 9/01/2033      306,074      331,559
Tennessee Valley Authority, 0.75%, 5/15/2025      707,000      711,225
        $31,302,055
 
6


MFS Government Securities Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
U.S. Treasury Obligations – 31.4%
U.S. Treasury Bonds, 6.25%, 8/15/2023    $ 2,891,000 $   3,255,989
U.S. Treasury Bonds, 6%, 2/15/2026      2,699,000    3,336,639
U.S. Treasury Bonds, 6.75%, 8/15/2026      1,862,000    2,408,671
U.S. Treasury Bonds, 6.375%, 8/15/2027      326,000      429,021
U.S. Treasury Bonds, 1.625%, 5/15/2031      6,239,000    6,334,535
U.S. Treasury Bonds, 4.5%, 8/15/2039      1,287,500    1,815,274
U.S. Treasury Bonds, 3.125%, 2/15/2043      8,176,700    9,769,879
U.S. Treasury Bonds, 2.875%, 5/15/2043      13,519,500 15,548,481
U.S. Treasury Bonds, 2.5%, 2/15/2045 (f)     21,059,000 22,784,851
U.S. Treasury Bonds, 2.875%, 11/15/2046      2,917,000    3,385,543
U.S. Treasury Notes, 1.5%, 9/15/2022      2,500,000    2,541,113
U.S. Treasury Notes, 0.125%, 9/30/2022      8,770,000    8,768,630
U.S. Treasury Notes, 0.125%, 2/28/2023      15,517,800 15,498,403
U.S. Treasury Notes, 2.5%, 3/31/2023      9,000,000    9,358,945
U.S. Treasury Notes, 0.125%, 5/31/2023      8,057,000    8,039,690
U.S. Treasury Notes, 0.125%, 6/30/2023      7,893,000    7,874,192
Issuer     Shares/Par Value ($)
Bonds – continued
U.S. Treasury Obligations – continued
U.S. Treasury Notes, 2.5%, 5/15/2024    $ 5,385,000 $   5,704,103
U.S. Treasury Notes, 2%, 8/15/2025      438,000      460,927
U.S. Treasury Notes, 2.625%, 12/31/2025      2,800,000    3,026,844
U.S. Treasury Notes, 2.75%, 2/15/2028      6,000,000    6,611,016
U.S. Treasury Notes, 1.5%, 2/15/2030      3,800,000    3,837,555
        $ 140,790,301
Total Bonds (Identified Cost, $411,275,175)   $ 428,231,349
Investment Companies (h) – 25.2%
Money Market Funds – 25.2%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $113,075,117)     113,075,117 $ 113,075,117
Other Assets, Less Liabilities – (20.5)%   (92,213,427)
Net Assets – 100.0% $ 449,093,039
    
 
(f) All or a portion of the security has been segregated as collateral for open futures contracts.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $113,075,117 and $428,231,349, respectively.      
(i) Interest only security for which the fund receives interest on notional principal (Par amount). Par amount shown is the notional principal and does not reflect the cost of the security.      
(n) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was $13,546,269, representing 3.0% of net assets.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
(w) When-issued security.      
The following abbreviations are used in this report and are defined:
AGM Assured Guaranty Municipal
AID U.S. Agency for International Development
CLO Collateralized Loan Obligation
FLR Floating Rate. Interest rate resets periodically based on the parenthetically disclosed reference rate plus a spread (if any). The period-end rate reported may not be the current rate. All reference rates are USD unless otherwise noted.
LIBOR London Interbank Offered Rate
REIT Real Estate Investment Trust
SOFR Secured Overnight Financing Rate
TBA To Be Announced
UMBS Uniform Mortgage-Backed Security
Derivative Contracts at 6/30/21
Futures Contracts
Description Long/
Short
Currency Contracts Notional
Amount
Expiration
Date
Value/Unrealized
Appreciation
(Depreciation)
Asset Derivatives
Interest Rate Futures    
U.S. Treasury Note 10 yr Long USD 370 $49,025,000 September – 2021 $188,618
7


MFS Government Securities Portfolio
Portfolio of Investments (unaudited) – continued
Futures Contracts - continued
Description Long/
Short
Currency Contracts Notional
Amount
Expiration
Date
Value/Unrealized
Appreciation
(Depreciation)
Asset Derivatives - continued
Interest Rate Futures - continued
U.S. Treasury Note 5 yr Short USD 45 $5,554,336 September – 2021 $15,388
            $204,006
Liability Derivatives
Interest Rate Futures    
U.S. Treasury Bond Short USD 89 $14,306,750 September – 2021 $(366,023)
U.S. Treasury Note 2 yr Long USD 10 2,203,203 September – 2021 (3,914)
U.S. Treasury Ultra Bond Short USD 9 1,734,187 September – 2021 (68,239)
            $(438,176)
At June 30, 2021, the fund had liquid securities with an aggregate value of $328,913 to cover any collateral or margin obligations for certain derivative contracts.
See Notes to Financial Statements
8


MFS Government Securities Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $411,275,175) $428,231,349
Investments in affiliated issuers, at value (identified cost, $113,075,117) 113,075,117
Cash 5,309
Receivables for  
Net daily variation margin on open futures contracts 15,603
TBA sale commitments 8,137,472
Fund shares sold 1,466
Interest 1,589,809
Other assets 1,772
Total assets $551,057,897
Liabilities  
Payables for  
Investments purchased $6,356,037
TBA purchase commitments 94,942,141
Fund shares reacquired 201,097
When-issued investments purchased 371,561
Payable to affiliates  
Investment adviser 7,603
Administrative services fee 380
Shareholder servicing costs 45
Distribution and/or service fees 2,195
Accrued expenses and other liabilities 83,799
Total liabilities $101,964,858
Net assets $449,093,039
Net assets consist of  
Paid-in capital $445,303,699
Total distributable earnings (loss) 3,789,340
Net assets $449,093,039
Shares of beneficial interest outstanding 35,580,150
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $288,831,008 22,826,936 $12.65
Service Class 160,262,031 12,753,214 12.57
See Notes to Financial Statements
9


MFS Government Securities Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Interest $4,630,655
Dividends from affiliated issuers 25,581
Other 68
Total investment income $4,656,304
Expenses  
Management fee $1,225,074
Distribution and/or service fees 195,414
Shareholder servicing costs 4,438
Administrative services fee 33,987
Independent Trustees' compensation 4,056
Custodian fee 12,213
Shareholder communications 13,967
Audit and tax fees 32,529
Legal fees 1,664
Miscellaneous 34,375
Total expenses $1,557,717
Reduction of expenses by investment adviser (57,014)
Net expenses $1,500,703
Net investment income (loss) $3,155,601
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $1,750,255
Futures contracts 669,898
Foreign currency 36,877
Net realized gain (loss) $2,457,030
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $(12,861,645)
Futures contracts (415,744)
Forward foreign currency exchange contracts 311,559
Translation of assets and liabilities in foreign currencies (347,275)
Net unrealized gain (loss) $(13,313,105)
Net realized and unrealized gain (loss) $(10,856,075)
Change in net assets from operations $(7,700,474)
See Notes to Financial Statements
10


MFS Government Securities Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $3,155,601 $8,911,228
Net realized gain (loss) 2,457,030 3,747,385
Net unrealized gain (loss) (13,313,105) 14,592,878
Change in net assets from operations $(7,700,474) $27,251,491
Total distributions to shareholders $— $(12,348,081)
Change in net assets from fund share transactions $6,184,796 $(26,909,816)
Total change in net assets $(1,515,678) $(12,006,406)
Net assets    
At beginning of period 450,608,717 462,615,123
At end of period $449,093,039 $450,608,717
See Notes to Financial Statements
11


MFS Government Securities Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $12.86 $12.45 $12.04 $12.39 $12.51 $12.72
Income (loss) from investment operations            
Net investment income (loss) (d) $0.09 $0.27 $0.31 $0.30 $0.31 $0.31(c)
Net realized and unrealized gain (loss) (0.30) 0.52 0.48 (0.25) (0.03) (0.17)
Total from investment operations $(0.21) $0.79 $0.79 $0.05 $0.28 $0.14
Less distributions declared to shareholders            
From net investment income $— $(0.38) $(0.38) $(0.40) $(0.40) $(0.35)
Net asset value, end of period (x) $12.65 $12.86 $12.45 $12.04 $12.39 $12.51
Total return (%) (k)(r)(s)(x) (1.63)(n) 6.38 6.53 0.47 2.22 1.04(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.61(a) 0.61 0.60 0.60 0.60 0.57(c)
Expenses after expense reductions (f) 0.59(a) 0.58 0.58 0.59 0.60 0.56(c)
Net investment income (loss) 1.51(a) 2.11 2.53 2.45 2.45 2.40(c)
Portfolio turnover 163(n) 154 47 35 24 48
Net assets at end of period (000 omitted) $288,831 $290,413 $298,414 $310,387 $364,445 $388,457
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $12.79 $12.38 $11.96 $12.31 $12.42 $12.64
Income (loss) from investment operations            
Net investment income (loss) (d) $0.08 $0.24 $0.28 $0.26 $0.27 $0.28(c)
Net realized and unrealized gain (loss) (0.30) 0.52 0.48 (0.24) (0.02) (0.18)
Total from investment operations $(0.22) $0.76 $0.76 $0.02 $0.25 $0.10
Less distributions declared to shareholders            
From net investment income $— $(0.35) $(0.34) $(0.37) $(0.36) $(0.32)
Net asset value, end of period (x) $12.57 $12.79 $12.38 $11.96 $12.31 $12.42
Total return (%) (k)(r)(s)(x) (1.72)(n) 6.12 6.35 0.17 2.03 0.68(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.86(a) 0.86 0.85 0.85 0.85 0.82(c)
Expenses after expense reductions (f) 0.84(a) 0.83 0.83 0.84 0.85 0.81(c)
Net investment income (loss) 1.25(a) 1.86 2.27 2.20 2.20 2.15(c)
Portfolio turnover 163(n) 154 47 35 24 48
Net assets at end of period (000 omitted) $160,262 $160,196 $164,201 $171,938 $212,050 $236,831
    
See Notes to Financial Statements
12


MFS Government Securities Portfolio
Financial Highlights - continued
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
13


MFS Government Securities Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Government Securities Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Debt instruments and floating rate loans, including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Futures contracts are generally valued at last posted settlement price on their primary exchange as provided by a third-party pricing service. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation on their primary exchange as provided by a third-party pricing service. Forward foreign currency exchange contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value
14


MFS Government Securities Portfolio
Notes to Financial Statements (unaudited) - continued
has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments, such as futures contracts. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
U.S. Treasury Bonds & U.S. Government Agencies & Equivalents $— $172,092,356 $— $172,092,356
Non - U.S. Sovereign Debt 1,498,289 1,498,289
Municipal Bonds 8,884,109 8,884,109
U.S. Corporate Bonds 6,482,936 6,482,936
Residential Mortgage-Backed Securities 210,301,048 210,301,048
Commercial Mortgage-Backed Securities 20,881,284 20,881,284
Asset-Backed Securities (including CDOs) 7,511,045 7,511,045
Foreign Bonds 580,282 580,282
Mutual Funds 113,075,117 113,075,117
Total $113,075,117 $428,231,349 $— $541,306,466
Other Financial Instruments        
Futures Contracts – Assets $204,006 $— $— $204,006
Futures Contracts – Liabilities (438,176) (438,176)
For further information regarding security characteristics, see the Portfolio of Investments.
Inflation-Adjusted Debt Securities — The fund invests in inflation-adjusted debt securities issued by the U.S. Treasury. The principal value of these debt securities is adjusted through income according to changes in the Consumer Price Index. These debt securities typically pay a fixed rate of interest, but this fixed rate is applied to the inflation-adjusted principal amount. The principal paid at maturity of the debt security is typically equal to the inflation-adjusted principal amount, or the security’s original par value, whichever is greater. Other types of inflation-adjusted securities may use other methods to adjust for other measures of inflation.
Derivatives — The fund uses derivatives primarily to increase or decrease exposure to a particular market or segment of the market, or security, to increase or decrease interest rate or currency exposure, or as alternatives to direct investments. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund uses derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.
The derivative instruments used by the fund during the period were futures contracts and forward foreign currency exchange contracts. Depending on the type of derivative, a fund may exit a derivative position by entering into an offsetting transaction with a counterparty or exchange, negotiating an agreement with the derivative counterparty, or novating the position to a third party. The fund may be unable to promptly close out a futures position in instances where the daily fluctuation in the price for that type of future exceeds the daily limit set by the exchange. The fund's period end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract tables, generally are indicative of the volume of its derivative activity during the period.
15


MFS Government Securities Portfolio
Notes to Financial Statements (unaudited) - continued
The following table presents, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the fund at June 30, 2021 as reported in the Statement of Assets and Liabilities:
    Fair Value (a)
Risk Derivative Contracts Asset Derivatives Liability Derivatives
Interest Rate Interest Rate Futures $204,006 $(438,176)
(a) Values presented in this table for futures contracts correspond to the values reported in the Portfolio of Investments. Only the current day net variation margin for futures contracts is separately reported within the Statement of Assets and Liabilities.
The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Futures
Contracts
Interest Rate $669,898
The following table presents, by major type of derivative contract, the change in unrealized appreciation or depreciation on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Futures
Contracts
Forward Foreign Currency Exchange
Contracts
Interest Rate $(415,744) $—
Foreign Exchange 311,559
Total $(415,744) $311,559
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain, but not all, uncleared derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an ISDA Master Agreement on a bilateral basis. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the ISDA Master Agreement, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each agreement to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
Collateral and margin requirements differ by type of derivative. For cleared derivatives (e.g., futures contracts, cleared swaps, and exchange-traded options), margin requirements are set by the clearing broker and the clearing house and collateral, in the form of cash or securities, is posted by the fund directly with the clearing broker. Collateral terms are counterparty agreement specific for uncleared derivatives (e.g., forward foreign currency exchange contracts, uncleared swap agreements, and uncleared options) and collateral, in the form of cash and securities, is held in segregated accounts with the fund's custodian in connection with these agreements. For derivatives traded under an ISDA Master Agreement, which contains a collateral support annex, the collateral requirements are netted across all transactions traded under such counterparty-specific agreement and an amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated or delivered to cover the fund's collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as restricted cash for uncleared derivatives and/or deposits with brokers for cleared derivatives. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments. The fund may be required to make payments of interest on uncovered collateral or margin obligations with the broker. Any such payments are included in “Miscellaneous” expense in the Statement of Operations.
Futures Contracts — The fund entered into futures contracts which may be used to hedge against or obtain broad market exposure, interest rate exposure, or to manage duration. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the fund is required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a specified percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gain or loss by the fund until the contract is closed or expires at which point the gain or loss on futures contracts is realized.
16


MFS Government Securities Portfolio
Notes to Financial Statements (unaudited) - continued
The fund bears the risk of interest rates or securities prices moving unexpectedly, in which case, the fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. While futures contracts may present less counterparty risk to the fund since the contracts are exchange traded and the exchange’s clearinghouse guarantees payments to the broker, there is still counterparty credit risk due to the insolvency of the broker. The fund's maximum risk of loss due to counterparty credit risk is equal to the margin posted by the fund to the broker plus any gains or minus any losses on the outstanding futures contracts.
Forward Foreign Currency Exchange Contracts — The fund entered into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. These contracts may be used to hedge the fund’s currency risk or for non-hedging purposes. For hedging purposes, the fund may enter into contracts to deliver or receive foreign currency that the fund will receive from or use in its normal investment activities. The fund may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate movements. For non-hedging purposes, the fund may enter into contracts with the intent of changing the relative exposure of the fund’s portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.
Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on forward foreign currency exchange contracts.
Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of counterparties to meet the terms of their contracts. Generally, the fund’s maximum risk due to counterparty credit risk is the unrealized gain on the contract due to the use of Continuous Linked Settlement, a multicurrency cash settlement system for the centralized settlement of foreign transactions. This risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Some securities may be purchased or sold on an extended settlement basis, which means that the receipt or delivery of the securities by the fund and related payments occur at a future date, usually beyond the customary settlement period. Interest income is recorded on the accrual basis.
Interest payments received in additional securities are recorded on the ex-interest date in an amount equal to the value of the security on such date. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles. Inflation-indexed bonds are fixed-income securities whose principal value is periodically adjusted upward or downward based on the rate of inflation. Interest is accrued based on the principal value, which is adjusted for inflation. Any increase or decrease in the principal amount of an inflation-indexed bond is generally recorded as an increase or decrease in interest income, respectively, even though the adjusted principal is not received until maturity.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
The fund invests a significant portion of its assets in asset-backed and/or mortgage-backed securities. For these securities, the value of the debt instrument also depends on the credit quality and adequacy of the underlying assets or collateral as well as whether there is a security interest in the underlying assets or collateral. Enforcing rights, if any, against the underlying assets or collateral may be difficult. U.S. Government securities not supported as to the payment of principal or interest by the U.S. Treasury, such as those issued by Fannie Mae, Freddie Mac, and the Federal Home Loan Banks, are subject to greater credit risk than are U.S. Government securities supported by the U.S. Treasury, such as those issued by Ginnie Mae.
The fund may purchase or sell mortgage-backed securities on a “To Be Announced” (TBA) basis. A TBA transaction is subject to extended settlement and typically does not designate the actual security to be delivered, but instead includes an approximate principal amount. The price of the TBA security and the date that it will be settled are fixed at the time the transaction is negotiated. The value of the security varies with market fluctuations and no interest accrues to the fund until settlement takes place. TBA purchase and sale commitments are held at carrying amount, which approximates fair value and are categorized as level 2 within the
17


MFS Government Securities Portfolio
Notes to Financial Statements (unaudited) - continued
fair value hierarchy and included in TBA purchase and TBA sale commitments in the Statement of Assets and Liabilities. Losses may arise as a result of changes in the value of the TBA investment prior to settlement date or due to counterparty non-performance. At the time that it enters into a TBA transaction, the fund is required to have sufficient cash and/or liquid securities to cover its commitments.
The fund may also enter into mortgage dollar rolls, typically TBA dollar rolls, in which the fund sells TBA mortgage-backed securities to financial institutions and simultaneously agrees to repurchase similar (same issuer, type and coupon) securities at a later date at an agreed-upon price. During the period between the sale and repurchase, the fund will not be entitled to receive interest and principal payments on the securities sold. The fund accounts for dollar roll transactions as purchases and sales and realizes gains and losses on these transactions. Dollar roll transactions involve the risk that the market value of the securities that the fund is required to purchase may decline below the agreed upon repurchase price of those securities.
To mitigate the counterparty credit risk on TBA transactions, mortgage dollar rolls, and other types of forward settling mortgage-backed and asset-backed security transactions, the fund whenever possible enters into a Master Securities Forward Transaction Agreement (“MSFTA”) on a bilateral basis with each of the counterparties with whom it undertakes a significant volume of transactions. The MSFTA gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the MSFTA, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each transaction to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the MSFTA could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
For mortgage-backed and asset-backed securities traded under a MSFTA, the collateral and margining requirements are contract specific. Collateral amounts across all transactions traded under such agreement are netted and an amount is posted from one party to the other to collateralize such obligations. Cash that has been pledged to cover the fund's collateral or margin obligations under a MSFTA, if any, will be reported separately on the Statement of Assets and Liabilities as restricted cash. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to amortization and accretion of debt securities and wash sale loss deferrals.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $12,348,081
The federal tax cost and the tax basis components of distributable earnings were as follows:
18


MFS Government Securities Portfolio
Notes to Financial Statements (unaudited) - continued
As of 6/30/21  
Cost of investments $527,131,917
Gross appreciation 14,966,232
Gross depreciation (791,683)
Net unrealized appreciation (depreciation) $14,174,549
As of 12/31/20  
Undistributed ordinary income 9,419,231
Capital loss carryforwards (25,119,051)
Other temporary differences 347,275
Net unrealized appreciation (depreciation) 26,842,359
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
As of December 31, 2020, the fund had capital loss carryforwards available to offset future realized gains. These net capital losses may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Such losses are characterized as follows:
Short-Term $(20,788,518)
Long-Term (4,330,533)
Total $(25,119,051)
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
Initial Class $—   $8,352,164
Service Class   3,995,917
Total $—   $12,348,081
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.55%
In excess of $1 billion 0.50%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $26,610, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.54% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.58% of average daily net assets for the Initial Class shares and 0.83% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until undefined. For the six months ended June 30, 2021, this reduction amounted to $30,404, which is included in the reduction of total expenses in the Statement of Operations.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
19


MFS Government Securities Portfolio
Notes to Financial Statements (unaudited) - continued
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $4,209, which equated to 0.0019% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $229.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0153% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, were as follows:
  Purchases Sales
U.S. Government securities $683,954,385 $675,311,213
Non-U.S. Government securities 14,893,198 14,089,602
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 1,226,325 $15,654,261   2,525,329 $33,014,801
Service Class 1,107,159 13,885,672   2,337,906 30,171,357
  2,333,484 $29,539,933   4,863,235 $63,186,158
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   649,974 $8,352,164
Service Class   312,425 3,995,917
  $—   962,399 $12,348,081
Shares reacquired          
Initial Class (973,544) $(12,338,379)   (4,567,529) $(58,895,260)
Service Class (876,382) (11,016,758)   (3,392,174) (43,548,795)
  (1,849,926) $(23,355,137)   (7,959,703) $(102,444,055)
20


MFS Government Securities Portfolio
Notes to Financial Statements (unaudited) - continued
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Net change          
Initial Class 252,781 $3,315,882   (1,392,226) $(17,528,295)
Service Class 230,777 2,868,914   (741,843) (9,381,521)
  483,558 $6,184,796   (2,134,069) $(26,909,816)
The fund is one of several mutual funds in which certain MFS funds may invest. The MFS funds do not invest in the underlying funds for the purpose of exercising management or control. At the end of the period, the MFS Moderate Allocation Portfoio and the MFS Conservative Allocation Portfolio were the owners of record of approximately 31% and 9%, respectively, of the value of outstanding voting shares of the fund.
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $780 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $36,456,029 $156,750,680 $80,131,592 $— $— $113,075,117
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $25,581 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
21


MFS Government Securities Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
22


MFS Government Securities Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
23



Semiannual Report
June 30, 2021
MFS®  High Yield Portfolio
MFS® Variable Insurance Trust II
HYS-SEM


MFS® High Yield Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS High Yield Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS High Yield Portfolio
Portfolio Composition
Portfolio structure (i)
Top five industries (i)
Cable TV 7.7%
Gaming & Lodging 6.6%
Medical & Health Technology & Services 6.6%
Midstream 4.3%
Building 4.1%
Composition including fixed income credit quality (a)(i)
BB 47.6%
B 35.9%
CCC 13.9%
CC 0.1%
C 0.1%
Not Rated 0.2%
Non-Fixed Income 0.2%
Cash & Cash Equivalents 2.0%
Other (o) (0.0)%
Portfolio facts (i)
Average Duration (d) 3.6
Average Effective Maturity (m) 4.1 yrs.
 
(a) For all securities other than those specifically described below, ratings are assigned to underlying securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. If none of the 3 rating agencies above assign a rating, but the security is rated by DBRS Morningstar, then the DBRS Morningstar rating is assigned. If none of the 4 ratings agencies listed above rate the security, but the security is rated by the Kroll Bond Rating Agency (KBRA), then the KBRA rating is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). Securities rated BBB or higher are considered investment grade. All ratings are subject to change. Not Rated includes fixed income securities and fixed income derivatives that have not been rated by any rating agency. Non-Fixed Income includes equity securities (including convertible bonds and equity derivatives) and/or commodity-linked derivatives. The fund may or may not have held all of these instruments on this date. The fund is not rated by these agencies.
(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value due to the interest rate move.
(i) For purposes of this presentation, the components include the value of securities, and reflect the impact of the equivalent exposure of derivative positions, if any. These amounts may be negative from time to time. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than value. The bond component will include any accrued interest amounts.
(m) In determining each instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.
(o) Less than 0.1%.
Where the fund holds convertible bonds, they are treated as part of the equity portion of the portfolio.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Other includes equivalent exposure from currency derivatives and/or any offsets to derivative positions and may be negative.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS High Yield Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.72% $1,000.00 $1,024.65 $3.61
Hypothetical (h) 0.72% $1,000.00 $1,021.22 $3.61
Service Class Actual 0.97% $1,000.00 $1,023.17 $4.87
Hypothetical (h) 0.97% $1,000.00 $1,019.98 $4.86
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS High Yield Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Bonds – 96.0%
Aerospace & Defense – 2.4%
Bombardier, Inc., 7.5%, 3/15/2025 (n)   $ 1,543,000 $   1,586,744
Bombardier, Inc. , 7.125%, 6/15/2026 (n)     397,000      415,659
F-Brasile S.p.A./F-Brasile U.S. LLC, 7.375%, 8/15/2026 (n)     1,070,000    1,102,100
Moog, Inc., 4.25%, 12/15/2027 (n)     1,515,000    1,568,025
TransDigm, Inc., 6.25%, 3/15/2026 (n)     1,060,000    1,118,300
TransDigm, Inc., 6.375%, 6/15/2026      985,000    1,020,430
TransDigm, Inc., 5.5%, 11/15/2027      705,000      734,963
TransDigm, Inc., 4.625%, 1/15/2029 (n)     714,000      714,250
           $8,260,471
Airlines – 0.3%
American Airlines, Inc./AAadvantage Loyalty IP Ltd., 5.5%, 4/20/2026 (n)   $ 865,000 $     915,819
Asset-Backed & Securitized – 0.0%
CWCapital Cobalt Ltd., CDO, “F”, FLR, 2.291%, (0% cash or 2.291% PIK), (LIBOR - 3mo. + 1.3%), 4/26/2050 (a)(n)(p)   $ 1,279,123 $         128
Automotive – 2.0%
Adient Global Holdings Ltd., 4.875%, 8/15/2026 (n)   $ 1,190,000 $   1,224,784
Dana, Inc., 5.375%, 11/15/2027      726,000      773,190
Dana, Inc., 5.625%, 6/15/2028      247,000      267,303
Dana, Inc., 4.25%, 9/01/2030      480,000      493,800
IAA Spinco, Inc., 5.5%, 6/15/2027 (n)     1,290,000    1,354,139
Panther BR Aggregator 2 LP/Panther Finance Co., Inc., 8.5%, 5/15/2027 (n)     1,195,000    1,302,789
PM General Purchaser LLC, 9.5%, 10/01/2028 (n)     460,000      484,573
Real Hero Merger Sub 2, Inc., 6.25%, 2/01/2029 (n)     560,000      580,832
Wheel Pros, Inc., 6.5%, 5/15/2029 (n)     550,000      556,188
           $7,037,598
Broadcasting – 3.3%
Advantage Sales & Marketing, Inc., 6.5%, 11/15/2028 (n)   $ 980,000 $   1,031,450
iHeartCommunications, Inc., 8.375%, 5/01/2027      935,000    1,001,619
Netflix, Inc., 5.875%, 2/15/2025      1,515,000    1,750,704
Netflix, Inc., 5.875%, 11/15/2028      485,000      595,304
Nexstar Broadcasting, Inc., 4.75%, 11/01/2028 (n)     315,000      323,662
Nexstar Escrow Corp., 5.625%, 7/15/2027 (n)     1,155,000    1,224,300
Scripps Escrow II, Inc., 5.875%, 7/15/2027 (n)     1,100,000    1,138,885
Summer (BC) Bidco B LLC , 5.5%, 10/31/2026 (n)     810,000      823,519
Univision Communications, Inc., 4.5%, 5/01/2029 (n)     1,380,000    1,390,350
Issuer     Shares/Par Value ($)
Bonds – continued
Broadcasting – continued
WMG Acquisition Corp., 3.875%, 7/15/2030 (n)   $ 2,205,000 $   2,226,829
        $11,506,622
Brokerage & Asset Managers – 0.8%
Aretec Escrow Issuer, Inc., 7.5%, 4/01/2029 (n)   $ 645,000 $     662,944
LPL Holdings, Inc., 4.625%, 11/15/2027 (n)     1,375,000    1,424,844
LPL Holdings, Inc., 4%, 3/15/2029 (n)     637,000      639,847
           $2,727,635
Building – 3.8%
ABC Supply Co., Inc., 4%, 1/15/2028 (n)   $ 1,690,000 $   1,731,760
CP Atlas Buyer, Inc., 7%, 12/01/2028 (n)     641,000      664,236
GYP Holding III Corp., 4.625%, 5/01/2029 (n)     1,100,000    1,104,125
Interface, Inc., 5.5%, 12/01/2028 (n)     1,095,000    1,145,370
New Enterprise Stone & Lime Co., Inc., 6.25%, 3/15/2026 (n)     1,122,000    1,152,047
New Enterprise Stone & Lime Co., Inc., 9.75%, 7/15/2028 (n)     649,000      726,880
Park River Holdings, Inc., 5.625%, 2/01/2029 (n)     720,000      700,110
Patrick Industries, Inc., 7.5%, 10/15/2027 (n)     1,045,000    1,129,875
Specialty Building Products Holdings LLC, 6.375%, 9/30/2026 (n)     820,000      858,716
SRM Escrow Issuer LLC, 6%, 11/01/2028 (n)     1,020,000    1,081,200
SRS Distribution, Inc., 6.125%, 7/01/2029 (n)     765,000      787,269
Standard Industries, Inc., 4.375%, 7/15/2030 (n)     1,062,000    1,095,188
Standard Industries, Inc., 3.375%, 1/15/2031 (n)     240,000      229,730
White Cap Buyer LLC, 6.875%, 10/15/2028 (n)     590,000      631,448
        $13,037,954
Business Services – 2.5%
Ascend Learning LLC, 6.875%, 8/01/2025 (n)   $ 670,000 $     682,563
Austin BidCo, Inc., 7.125%, 12/15/2028 (n)     560,000      573,826
Iron Mountain, Inc., 5.25%, 3/15/2028 (n)     515,000      538,973
Iron Mountain, Inc., 5.25%, 7/15/2030 (n)     666,000      705,014
Iron Mountain, Inc., REIT, 4.875%, 9/15/2027 (n)     955,000      990,006
Nielsen Finance LLC, 4.5%, 7/15/2029 (n)     1,485,000    1,489,158
Nielsen Finance LLC, 4.75%, 7/15/2031 (n)     383,000      383,958
Paysafe Finance PLC, 4%, 6/15/2029 (z)     820,000      807,700
Switch Ltd., 3.75%, 9/15/2028 (n)     1,244,000    1,259,550
 
4


MFS High Yield Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Business Services – continued
Switch Ltd., 4.125%, 6/15/2029 (n)   $ 360,000 $     369,450
Verscend Escrow Corp., 9.75%, 8/15/2026 (n)     770,000      811,387
           $8,611,585
Cable TV – 7.5%
CCO Holdings LLC/CCO Holdings Capital Corp., 5.75%, 2/15/2026 (n)   $ 869,000 $     898,164
CCO Holdings LLC/CCO Holdings Capital Corp., 4.75%, 3/01/2030 (n)     2,690,000    2,844,675
CCO Holdings LLC/CCO Holdings Capital Corp., 4.5%, 8/15/2030 (n)     1,010,000    1,051,626
CCO Holdings LLC/CCO Holdings Capital Corp., 4.25%, 2/01/2031 (n)     1,395,000    1,421,156
CSC Holdings LLC, 5.5%, 4/15/2027 (n)     2,895,000    3,039,895
CSC Holdings LLC, 5.75%, 1/15/2030 (n)     1,595,000    1,656,806
CSC Holdings LLC, 4.125%, 12/01/2030 (n)     395,000      392,531
DISH DBS Corp., 7.75%, 7/01/2026      1,055,000    1,194,788
DISH DBS Corp., 5.125%, 6/01/2029 (n)     675,000      666,515
Intelsat Jackson Holdings S.A., 5.5%, 8/01/2023 (a)(d)     695,000      397,888
Intelsat Jackson Holdings S.A., 9.75%, 7/15/2025 (a)(d)(n)     440,000      256,300
LCPR Senior Secured Financing DAC, 6.75%, 10/15/2027 (n)     980,000    1,056,146
LCPR Senior Secured Financing DAC, 5.125%, 7/15/2029 (n)     325,000      335,969
Sirius XM Radio, Inc., 4.625%, 7/15/2024 (n)     995,000    1,021,268
Sirius XM Radio, Inc., 4%, 7/15/2028 (n)     1,233,000    1,269,990
Sirius XM Radio, Inc., 5.5%, 7/01/2029 (n)     2,055,000    2,239,333
Telenet Finance Luxembourg S.A., 5.5%, 3/01/2028 (n)     1,600,000    1,683,200
Videotron Ltd., 5.375%, 6/15/2024 (n)     290,000      317,550
Videotron Ltd., 5.125%, 4/15/2027 (n)     2,020,000    2,110,900
Videotron Ltd., 3.625%, 6/15/2029 (n)     396,000      403,805
Ziggo Bond Finance B.V., 5.125%, 2/28/2030 (n)     1,715,000    1,755,285
        $26,013,790
Chemicals – 1.9%
Axalta Coating Systems Ltd., 4.75%, 6/15/2027 (n)   $ 534,000 $     559,365
Axalta Coating Systems Ltd., 3.375%, 2/15/2029 (n)     810,000      791,775
Consolidated Energy Finance S.A., 6.875%, 6/15/2025 (n)     885,000      901,523
Element Solutions, Inc., 3.875%, 9/01/2028 (n)     1,137,000    1,160,081
Herens Holdco S.à r.l., 4.75%, 5/15/2028 (n)     890,000      885,550
Ingevity Corp., 3.875%, 11/01/2028 (n)     1,230,000    1,220,775
Starfruit Finance Co./Starfruit U.S. Holding Co. LLC, 8%, 10/01/2026 (n)     970,000    1,028,200
           $6,547,269
Issuer     Shares/Par Value ($)
Bonds – continued
Computer Software – 1.0%
Calrivate Science Holdings Corp., 4.875%, 6/30/2029 (n)   $ 410,000 $     420,763
Camelot Finance S.A., 4.5%, 11/01/2026 (n)     1,585,000    1,658,306
PTC, Inc., 3.625%, 2/15/2025 (n)     955,000      983,650
PTC, Inc., 4%, 2/15/2028 (n)     540,000      557,820
           $3,620,539
Computer Software - Systems – 1.6%
Endurance International Group Holdings, Inc., 6%, 2/15/2029 (n)   $ 560,000 $     554,400
Fair Isaac Corp., 5.25%, 5/15/2026 (n)     1,965,000    2,210,625
Fair Isaac Corp., 4%, 6/15/2028 (n)     250,000      258,415
SS&C Technologies Holdings, Inc., 5.5%, 9/30/2027 (n)     1,520,000    1,610,744
Twilio, Inc., 3.625%, 3/15/2029      770,000      785,400
           $5,419,584
Conglomerates – 3.7%
Amsted Industries Co., 5.625%, 7/01/2027 (n)   $ 1,335,000 $   1,406,756
BWX Technologies, Inc., 5.375%, 7/15/2026 (n)     1,685,000    1,729,568
BWX Technologies, Inc., 4.125%, 6/30/2028 (n)     338,000      344,338
BWX Technologies, Inc., 4.125%, 4/15/2029 (n)     1,460,000    1,485,550
EnerSys, 5%, 4/30/2023 (n)     790,000      824,562
EnerSys, 4.375%, 12/15/2027 (n)     495,000      515,142
Gates Global LLC, 6.25%, 1/15/2026 (n)     840,000      879,913
Granite Holdings U.S. Acquisition Co., 11%, 10/01/2027 (n)     715,000      797,225
Griffon Corp., 5.75%, 3/01/2028      1,195,000    1,269,687
Stevens Holding Co., Inc., 6.125%, 10/01/2026 (n)     1,030,000    1,104,675
TriMas Corp., 4.125%, 4/15/2029 (n)     2,336,000    2,364,733
        $12,722,149
Construction – 1.7%
Empire Communities Corp., 7%, 12/15/2025 (n)   $ 760,000 $     798,000
Mattamy Group Corp., 5.25%, 12/15/2027 (n)     510,000      532,950
Mattamy Group Corp., 4.625%, 3/01/2030 (n)     880,000      898,920
Shea Homes LP/Shea Homes Funding Corp., 4.75%, 2/15/2028 (n)     1,245,000    1,274,096
Taylor Morrison Communities, Inc., 5.75%, 1/15/2028 (n)     565,000      637,885
Taylor Morrison Communities, Inc., 5.125%, 8/01/2030 (n)     550,000      596,134
Weekley Homes LLC/Weekley Finance Corp., 4.875%, 9/15/2028 (n)     938,000      970,830
           $5,708,815
 
5


MFS High Yield Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Consumer Products – 1.5%
Coty, Inc., 6.5%, 4/15/2026 (n)   $ 800,000 $     810,440
Energizer Holdings, Inc., 4.375%, 3/31/2029 (n)     1,105,000    1,106,138
Mattel, Inc., 3.375%, 4/01/2026 (n)     783,000      812,362
Mattel, Inc., 5.875%, 12/15/2027 (n)     546,000      595,140
Mattel, Inc., 5.45%, 11/01/2041      315,000      363,038
Prestige Consumer Healthcare, Inc., 5.125%, 1/15/2028 (n)     945,000      994,858
Prestige Consumer Healthcare, Inc., 3.75%, 4/01/2031 (n)     420,000      404,933
           $5,086,909
Consumer Services – 3.6%
Allied Universal Holdco LLC, 6.625%, 7/15/2026 (n)   $ 320,000 $     339,274
Allied Universal Holdco LLC, 9.75%, 7/15/2027 (n)     740,000      814,925
Allied Universal Holdco LLC, 6%, 6/01/2029 (n)     465,000      471,412
ANGI Group LLC, 3.875%, 8/15/2028 (n)     1,130,000    1,122,937
Arches Buyer, Inc., 6.125%, 12/01/2028 (n)     935,000      963,050
Garda World Security Corp., 4.625%, 2/15/2027 (n)     350,000      351,750
GoDaddy, Inc., 3.5%, 3/01/2029 (n)     1,543,000    1,532,970
GW B-CR Security Corp., 9.5%, 11/01/2027 (n)     728,000      806,260
Match Group, Inc., 5%, 12/15/2027 (n)     960,000    1,009,200
Match Group, Inc., 4.625%, 6/01/2028 (n)     1,340,000    1,393,426
Match Group, Inc., 4.125%, 8/01/2030 (n)     365,000      371,388
Realogy Group LLC, 9.375%, 4/01/2027 (n)     750,000      833,355
Realogy Group LLC, 5.75%, 1/15/2029 (n)     320,000      334,525
TriNet Group, Inc., 3.5%, 3/01/2029 (n)     1,484,000    1,463,224
WASH Multifamily Acquisition, Inc., 5.75%, 4/15/2026 (n)     630,000      657,783
        $12,465,479
Containers – 3.4%
ARD Finance S.A., 6.5%, (6.5% cash or 7.25% PIK) 6/30/2027 (n)(p)   $ 610,000 $     640,500
Ardagh Metal Packaging, 3.25%, 9/01/2028 (n)     550,000      548,407
Ardagh Metal Packaging, 4%, 9/01/2029 (n)     950,000      941,996
Ardagh Packaging Finance PLC/Ardagh MP Holdings USA, Inc., 5.25%, 8/15/2027 (n)     1,305,000    1,331,100
Crown Americas LLC/Crown Americas Capital Corp. IV, 4.5%, 1/15/2023      892,000      934,370
Crown Americas LLC/Crown Americas Capital Corp. V, 4.25%, 9/30/2026      1,510,000    1,619,475
Crown Americas LLC/Crown Americas Capital Corp. VI, 4.75%, 2/01/2026      610,000      632,997
Issuer     Shares/Par Value ($)
Bonds – continued
Containers – continued
Flex Acquisition Co., Inc., 6.875%, 1/15/2025 (n)   $ 940,000 $     954,100
Greif, Inc., 6.5%, 3/01/2027 (n)     890,000      938,683
Reynolds Group, 4%, 10/15/2027 (n)     1,225,000    1,216,513
Silgan Holdings, Inc., 4.75%, 3/15/2025      1,110,000    1,128,037
Silgan Holdings, Inc., 4.125%, 2/01/2028      740,000      767,750
        $11,653,928
Electrical Equipment – 0.4%
CommScope Technologies LLC, 5%, 3/15/2027 (n)   $ 1,510,000 $   1,545,862
Electronics – 1.9%
Diebold Nixdorf, Inc., 8.5%, 4/15/2024    $ 240,000 $     245,700
Diebold Nixdorf, Inc., 9.375%, 7/15/2025 (n)     570,000      631,987
Entegris, Inc., 4.375%, 4/15/2028 (n)     390,000      407,063
Entegris, Inc., 3.625%, 5/01/2029 (n)     1,150,000    1,164,375
Sensata Technologies B.V., 5.625%, 11/01/2024 (n)     745,000      827,881
Sensata Technologies B.V., 5%, 10/01/2025 (n)     1,480,000    1,648,350
Sensata Technologies, Inc., 4.375%, 2/15/2030 (n)     675,000      711,343
Synaptics, Inc., 4%, 6/15/2029 (n)     980,000      984,900
           $6,621,599
Energy - Independent – 3.7%
Apache Corp., 4.375%, 10/15/2028    $ 1,015,000 $   1,080,467
Apache Corp., 4.75%, 4/15/2043      535,000      556,240
Callon Petroleum Co., 8%, 8/01/2028 (n)     415,000      419,669
CNX Resources Corp., 6%, 1/15/2029 (n)     885,000      956,880
Comstock Resources, Inc., 6.75%, 3/01/2029 (n)     370,000      394,135
Encino Acquisition Partners Holdings LLC, 8.5%, 5/01/2028 (n)     550,000      561,000
EQT Corp., 5%, 1/15/2029      855,000      953,299
Leviathan Bond Ltd., 6.5%, 6/30/2027 (n)     525,000      582,750
Murphy Oil Corp., 5.875%, 12/01/2027      460,000      480,102
Occidental Petroleum Corp., 5.875%, 9/01/2025      795,000      884,437
Occidental Petroleum Corp., 5.5%, 12/01/2025      845,000      933,742
Occidental Petroleum Corp., 6.45%, 9/15/2036      670,000      801,052
Occidental Petroleum Corp., 6.6%, 3/15/2046      995,000    1,182,756
Range Resources Corp., 9.25%, 2/01/2026      325,000      358,313
Range Resources Corp., 8.25%, 1/15/2029 (n)     560,000      631,400
SM Energy Co., 6.5%, 7/15/2028      370,000      380,175
Southwestern Energy Co., 6.45%, 1/23/2025      477,400      528,482
 
6


MFS High Yield Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Energy - Independent – continued
Southwestern Energy Co., 7.5%, 4/01/2026    $ 755,900 $     800,309
Southwestern Energy Co., 7.75%, 10/01/2027      205,000      222,423
        $12,707,631
Entertainment – 3.1%
AMC Entertainment Holdings, Inc., 12%, (10% cash or 12% PIK) 6/15/2026 (n)(p)   $ 330,000 $     337,838
Boyne USA, Inc., 4.75%, 5/15/2029 (n)     1,175,000    1,212,283
Carnival Corp. PLC, 7.625%, 3/01/2026 (n)     1,640,000    1,781,450
Carnival Corp. PLC, 5.75%, 3/01/2027 (n)     790,000      827,525
Cedar Fair LP/Canada's Wonderland Co./Magnum Management Corp./Millennium Operations LLC, 5.375%, 4/15/2027      570,000      587,100
Cedar Fair LP/Canada's Wonderland Co./Magnum Management Corp./Millennium Operations LLC, 5.25%, 7/15/2029      565,000      581,950
Live Nation Entertainment, Inc., 5.625%, 3/15/2026 (n)     1,168,000    1,216,332
Live Nation Entertainment, Inc., 4.75%, 10/15/2027 (n)     550,000      569,938
Motion Bondco DAC, 6.625%, 11/15/2027 (n)     645,000      653,062
NCL Corp. Ltd., 3.625%, 12/15/2024 (n)     425,000      410,125
NCL Corp. Ltd., 5.875%, 3/15/2026 (n)     465,000      487,088
Royal Caribbean Cruises Ltd., 5.5%, 4/01/2028 (n)     1,195,000    1,251,523
Six Flags Entertainment Corp., 4.875%, 7/31/2024 (n)     860,000      868,600
        $10,784,814
Financial Institutions – 2.7%
Avation Capital S.A., 9%, (8.25% cash or 9% PIK) 10/31/2026 (n)(p)   $ 635,000 $     526,256
Credit Acceptance Corp., 5.125%, 12/31/2024 (n)     1,180,000    1,222,775
Freedom Mortgage Corp., 7.625%, 5/01/2026 (n)     790,000      822,390
Global Aircraft Leasing Co. Ltd., 6.5%,(6.5% cash or 7.25% PIK) 9/15/2024 (n)(p)     2,353,878    2,365,647
Howard Hughes Corp., 4.125%, 2/01/2029 (n)     1,390,000    1,390,028
Nationstar Mortgage Holdings, Inc., 6%, 1/15/2027 (n)     1,055,000    1,093,276
OneMain Finance Corp., 6.875%, 3/15/2025      555,000      626,373
OneMain Finance Corp., 8.875%, 6/01/2025      509,000      564,323
OneMain Finance Corp., 7.125%, 3/15/2026      490,000      570,708
           $9,181,776
Issuer     Shares/Par Value ($)
Bonds – continued
Food & Beverages – 3.1%
Aramark Services, Inc., 6.375%, 5/01/2025 (n)   $ 1,440,000 $   1,530,000
JBS USA LLC/JBS USA Finance, Inc., 6.75%, 2/15/2028 (n)     1,750,000    1,922,812
JBS USA Lux S.A./JBS USA Finance, Inc., 5.5%, 1/15/2030 (n)     570,000      637,477
Kraft Heinz Foods Co., 4.375%, 6/01/2046      1,615,000    1,830,116
Performance Food Group Co., 5.5%, 10/15/2027 (n)     1,110,000    1,166,555
Post Holdings, Inc., 5.625%, 1/15/2028 (n)     805,000      853,300
Post Holdings, Inc., 4.625%, 4/15/2030 (n)     805,000      818,548
Primo Water Holding, Inc., 4.375%, 4/30/2029 (n)     780,000      780,000
U.S. Foods Holding Corp., 4.75%, 2/15/2029 (n)     1,205,000    1,229,100
        $10,767,908
Gaming & Lodging – 6.5%
Boyd Gaming Corp., 4.75%, 12/01/2027    $ 1,000,000 $   1,035,000
Boyd Gaming Corp., 4.75%, 6/15/2031 (n)     405,000      420,188
Caesars Resort Collection LLC/CRC Finco, Inc., 5.25%, 10/15/2025 (n)     1,135,000    1,149,188
CCM Merger, Inc., 6.375%, 5/01/2026 (n)     880,000      924,000
Colt Merger Sub, Inc., 5.75%, 7/01/2025 (n)     695,000      732,356
Colt Merger Sub, Inc., 8.125%, 7/01/2027 (n)     857,000      953,155
Hilton Domestic Operating Co., Inc., 3.75%, 5/01/2029 (n)     1,070,000    1,080,700
Hilton Domestic Operating Co., Inc., 3.625%, 2/15/2032 (n)     1,045,000    1,031,938
International Game Technology PLC, 4.125%, 4/15/2026 (n)     1,505,000    1,567,081
Marriott Ownership Resorts, Inc., 4.5%, 6/15/2029 (n)     655,000      664,006
MGM China Holdings Ltd., 5.875%, 5/15/2026 (n)     535,000      561,750
MGM China Holdings Ltd., 4.75%, 2/01/2027 (n)     354,000      360,807
MGM Growth Properties LLC, 4.625%, 6/15/2025 (n)     1,070,000    1,143,156
MGM Growth Properties LLC, 5.75%, 2/01/2027      415,000      461,737
MGM Growth Properties LLC, 3.875%, 2/15/2029 (n)     708,000      719,024
MGM Resorts International, 6.75%, 5/01/2025      990,000    1,060,448
MGM Resorts International, 5.5%, 4/15/2027      720,000      790,200
Penn National Gaming, Inc., 4.125%, 7/01/2029 (n)     700,000      699,125
Scientific Games Corp., 8.25%, 3/15/2026 (n)     615,000      659,575
 
7


MFS High Yield Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Gaming & Lodging – continued
Scientific Games International, Inc., 7%, 5/15/2028 (n)   $ 645,000 $     704,469
VICI Properties LP, REIT, 4.25%, 12/01/2026 (n)     765,000      795,768
VICI Properties LP, REIT, 3.75%, 2/15/2027 (n)     1,135,000    1,154,431
Wyndham Hotels & Resorts, Inc., 4.375%, 8/15/2028 (n)     1,230,000    1,276,998
Wynn Macau Ltd., 5.5%, 1/15/2026 (n)     575,000      602,681
Wynn Macau Ltd., 5.625%, 8/26/2028 (n)     1,028,000    1,071,690
Wynn Resorts Finance LLC/Wynn Resorts Capital Corp., 5.125%, 10/01/2029 (n)     815,000      860,844
        $22,480,315
Industrial – 0.3%
Williams Scotsman International, Inc., 4.625%, 8/15/2028 (n)   $ 1,178,000 $   1,216,521
Insurance - Property & Casualty – 1.0%
Acrisure LLC/Acrisure Finance, Inc., 7%, 11/15/2025 (n)   $ 190,000 $     193,800
Alliant Holdings Intermediate LLC, 6.75%, 10/15/2027 (n)     1,385,000    1,455,580
AssuredPartners, Inc., 5.625%, 1/15/2029 (n)     665,000      665,000
Broadstreet Partners, Inc., 5.875%, 4/15/2029 (n)     625,000      637,500
GTCR (AP) Finance, Inc., 8%, 5/15/2027 (n)     320,000      340,800
           $3,292,680
Major Banks – 0.3%
UBS Group AG, 6.875% to 8/07/2025, FLR (Swap Rate - 5yr. + 4.59%) to 12/29/2049    $ 895,000 $   1,018,725
Medical & Health Technology & Services – 6.5%
AdaptHealth LLC, 4.625%, 8/01/2029 (n)   $ 870,000 $     880,875
Avantor Funding, Inc., 4.625%, 7/15/2028 (n)     1,454,000    1,535,090
BCPE Cycle Merger Sub II, Inc., 10.625%, 7/15/2027 (n)     610,000      639,737
Catalent, Inc., 3.125%, 2/15/2029 (n)     1,520,000    1,471,938
Charles River Laboratories International, Inc., 3.75%, 3/15/2029 (n)     1,372,000    1,390,865
CHS/Community Health Systems, Inc., 6.625%, 2/15/2025 (n)     1,125,000    1,189,676
CHS/Community Health Systems, Inc., 8%, 12/15/2027 (n)     190,000      211,385
CHS/Community Health Systems, Inc., 6.125%, 4/01/2030 (n)     685,000      695,275
DaVita, Inc., 4.625%, 6/01/2030 (n)     765,000      786,588
DaVita, Inc., 3.75%, 2/15/2031 (n)     624,000      599,040
Encompass Health Corp., 5.75%, 9/15/2025      515,000      529,806
Issuer     Shares/Par Value ($)
Bonds – continued
Medical & Health Technology & Services – continued
Encompass Health Corp., 4.625%, 4/01/2031    $ 635,000 $     680,371
HCA, Inc., 5.375%, 2/01/2025      260,000      293,280
HCA, Inc., 5.875%, 2/15/2026      1,345,000    1,554,349
HCA, Inc., 5.625%, 9/01/2028      320,000      379,200
HCA, Inc., 5.875%, 2/01/2029      395,000      476,962
HCA, Inc., 3.5%, 9/01/2030      1,380,000    1,470,211
HealthSouth Corp., 5.125%, 3/15/2023      337,000      337,843
Heartland Dental LLC, 8.5%, 5/01/2026 (n)     680,000      708,900
IQVIA Holdings, Inc., 5%, 10/15/2026 (n)     1,200,000    1,242,000
IQVIA Holdings, Inc., 5%, 5/15/2027 (n)     1,510,000    1,581,725
LifePoint Health, Inc., 4.375%, 2/15/2027 (n)     380,000      384,560
LifePoint Health, Inc., 5.375%, 1/15/2029 (n)     430,000      419,250
Regional Care/LifePoint Health, Inc., 9.75%, 12/01/2026 (n)     825,000      887,906
Syneos Health, Inc., 3.625%, 1/15/2029 (n)     1,471,000    1,456,290
US Acute Care Solutions LLC, 6.375%, 3/01/2026 (n)     550,000      568,315
        $22,371,437
Medical Equipment – 0.8%
Hill-Rom Holdings, Inc., 4.375%, 9/15/2027 (n)   $ 1,330,000 $   1,376,550
Teleflex, Inc., 4.625%, 11/15/2027      1,230,000    1,310,184
           $2,686,734
Metals & Mining – 3.6%
Baffinland Iron Mines Corp./Baffinland Iron Mines LP, 8.75%, 7/15/2026 (n)   $ 1,140,000 $   1,208,400
Coeur Mining, Inc., 5.125%, 2/15/2029 (n)     1,155,000    1,143,450
Compass Minerals International, Inc., 6.75%, 12/01/2027 (n)     985,000    1,058,875
First Quantum Minerals Ltd., 6.875%, 3/01/2026 (n)     200,000      209,222
First Quantum Minerals Ltd., 6.875%, 10/15/2027 (n)     678,000      738,817
Freeport-McMoRan, Inc., 5%, 9/01/2027      960,000    1,014,000
Freeport-McMoRan, Inc., 4.375%, 8/01/2028      550,000      580,938
Freeport-McMoRan, Inc., 5.25%, 9/01/2029      810,000      894,037
GrafTech Finance, Inc., 4.625%, 12/15/2028 (n)     816,000      837,420
Grinding Media, Inc./Moly-Cop AltaSteel Ltd., 7.375%, 12/15/2023 (n)     1,075,000    1,099,230
Kaiser Aluminum Corp., 4.625%, 3/01/2028 (n)     1,505,000    1,554,855
Novelis Corp., 5.875%, 9/30/2026 (n)     1,490,000    1,549,979
Novelis Corp., 4.75%, 1/30/2030 (n)     570,000      598,500
Petra Diamonds US$ Treasury PLC, 10.5%, 3/08/2026 (n)     102,000       99,705
        $12,587,428
 
8


MFS High Yield Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Midstream – 4.0%
Cheniere Energy Partners LP, 4.5%, 10/01/2029    $ 314,000 $     337,550
Cheniere Energy, Inc., 4%, 3/01/2031 (n)     965,000    1,008,425
DT Midstream, Inc., 4.125%, 6/15/2029 (n)     771,000      782,819
DT Midstream, Inc., 4.375%, 6/15/2031 (n)     1,111,000    1,135,209
EnLink Midstream Partners LP, 4.85%, 7/15/2026      640,000      662,400
EnLink Midstream Partners LP, 5.625%, 1/15/2028 (n)     712,000      752,150
EQM Midstream Partners LP, 6%, 7/01/2025 (n)     248,000      269,700
EQM Midstream Partners LP, 6.5%, 7/01/2027 (n)     240,000      267,600
EQM Midstream Partners LP, 5.5%, 7/15/2028      1,910,000    2,063,908
EQM Midstream Partners LP, 4.5%, 1/15/2029 (n)     480,000      488,341
Genesis Energy LP/Genesis Energy Finance Corp., 5.625%, 6/15/2024      290,000      290,725
Genesis Energy LP/Genesis Energy Finance Corp., 6.25%, 5/15/2026      825,500      827,564
Genesis Energy LP/Genesis Energy Finance Corp., 8%, 1/15/2027      80,000       84,050
Northriver Midstream Finance LP, 5.625%, 2/15/2026 (n)     1,235,000    1,281,312
Targa Resources Partners LP/Targa Resources Finance Corp., 6.875%, 1/15/2029      1,385,000    1,560,383
Targa Resources Partners LP/Targa Resources Finance Corp., 4.875%, 2/01/2031 (n)     735,000      795,637
Western Midstream Operating LP, 5.3%, 2/01/2030      635,000      711,203
Western Midstream Operation LP, 4.65%, 7/01/2026      320,000      341,498
Western Midstream Operation LP, 5.5%, 8/15/2048      260,000      282,981
        $13,943,455
Municipals – 0.1%
Puerto Rico Industrial, Tourist, Educational, Medical & Environmental Control Facilities Financing Authority Rev. (Cogeneration Facilities - AES Puerto Rico Project), 9.12%, 6/01/2022    $ 355,000 $     363,875
Network & Telecom – 0.3%
Front Range BidCo, Inc., 6.125%, 3/01/2028 (n)   $ 995,000 $   1,016,144
Oil Services – 0.2%
Solaris Midstream Holding LLC, 7.625%, 4/01/2026 (n)   $ 530,000 $     561,800
Issuer     Shares/Par Value ($)
Bonds – continued
Oils – 0.3%
PBF Holding Co. LLC/PBF Finance Corp., 7.25%, 6/15/2025    $ 655,000 $     497,800
PBF Holding Co. LLC/PBF Finance Corp., 6%, 2/15/2028      675,000      462,375
             $960,175
Personal Computers & Peripherals – 0.5%
NCR Corp., 5%, 10/01/2028 (n)   $ 1,195,000 $   1,235,714
NCR Corp., 5.125%, 4/15/2029 (n)     590,000      608,437
           $1,844,151
Pharmaceuticals – 2.7%
Bausch Health Companies, Inc., 6.125%, 4/15/2025 (n)   $ 2,316,000 $   2,373,900
Bausch Health Companies, Inc., 5%, 1/30/2028 (n)     1,790,000    1,698,263
Bausch Health Companies, Inc., 5%, 2/15/2029 (n)     580,000      540,850
Emergent BioSolutions, Inc., 3.875%, 8/15/2028 (n)     774,000      758,148
Endo Luxembourg Finance Co I S.à r.l., 6.125%, 4/01/2029 (n)     550,000      539,000
Jazz Securities DAC, 4.375%, 1/15/2029 (n)     1,150,000    1,192,320
Organon Finance 1 LLC, 4.125%, 4/30/2028 (n)     781,000      796,464
Organon Finance 1 LLC, 5.125%, 4/30/2031 (n)     731,000      753,076
Par Pharmaceutical, Inc., 7.5%, 4/01/2027 (n)     575,000      587,840
           $9,239,861
Pollution Control – 0.8%
GFL Environmental, Inc., 3.75%, 8/01/2025 (n)   $ 325,000 $     333,938
GFL Environmental, Inc., 4%, 8/01/2028 (n)     560,000      553,196
GFL Environmental, Inc., 3.5%, 9/01/2028 (n)     645,000      643,387
GFL Environmental, Inc., 4.75%, 6/15/2029 (n)     320,000      332,256
Stericycle, Inc., 3.875%, 1/15/2029 (n)     880,000      878,266
           $2,741,043
Precious Metals & Minerals – 0.4%
IAMGOLD Corp., 5.75%, 10/15/2028 (n)   $ 845,000 $     879,096
Taseko Mines Ltd., 7%, 2/15/2026 (n)     550,000      573,375
           $1,452,471
Printing & Publishing – 0.4%
Cimpress N.V., 7%, 6/15/2026 (n)   $ 1,255,000 $   1,322,983
Railroad & Shipping – 0.3%
Watco Cos. LLC/Watco Finance Corp., 6.5%, 6/15/2027 (n)   $ 993,000 $   1,062,510
 
9


MFS High Yield Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Real Estate - Other – 0.8%
EPR Properties, REIT, 4.5%, 6/01/2027    $ 725,000 $     773,003
EPR Properties, REIT, 4.95%, 4/15/2028      155,000      167,407
InterMed Holdings Ltd., 5.875%, 10/01/2028 (n)     945,000    1,006,312
XHR LP, REIT, 4.875%, 6/01/2029 (n)     965,000      996,362
           $2,943,084
Retailers – 0.8%
L Brands, Inc., 5.25%, 2/01/2028    $ 1,840,000 $   2,058,500
L Brands, Inc., 6.625%, 10/01/2030 (n)     405,000      468,787
Victoria's Secret & Co., 4.625%, 7/15/2029 (n)     330,000      330,000
           $2,857,287
Specialty Chemicals – 0.3%
Univar Solutions USA, Inc., 5.125%, 12/01/2027 (n)   $ 955,000 $   1,003,944
Specialty Stores – 1.4%
Group 1 Automotive, Inc., 4%, 8/15/2028 (n)   $ 1,183,000 $   1,203,702
Magic Mergeco, Inc., 5.25%, 5/01/2028 (n)     550,000      564,262
Magic Mergeco, Inc., 7.875%, 5/01/2029 (n)     550,000      567,188
Penske Automotive Group Co., 3.75%, 6/15/2029      1,427,000    1,435,906
PetSmart, Inc./PetSmart Finance Corp., 4.75%, 2/15/2028 (n)     500,000      519,375
PetSmart, Inc./PetSmart Finance Corp., 7.75%, 2/15/2029 (n)     500,000      551,250
           $4,841,683
Supermarkets – 0.6%
Albertsons Cos. LLC/Safeway, Inc., 5.75%, 3/15/2025    $ 119,000 $     121,677
Albertsons Cos. LLC/Safeway, Inc., 4.625%, 1/15/2027 (n)     1,245,000    1,302,208
Albertsons Cos. LLC/Safeway, Inc., 3.5%, 3/15/2029 (n)     825,000      815,719
           $2,239,604
Telecommunications - Wireless – 4.3%
Altice France S.A., 8.125%, 2/01/2027 (n)   $ 1,085,000 $   1,182,107
Altice France S.A., 5.5%, 1/15/2028 (n)     805,000      835,349
Altice France S.A., 6%, 2/15/2028 (n)     975,000      970,905
Altice France S.A., 5.125%, 7/15/2029 (n)     1,195,000    1,200,855
Digicel International Finance Ltd., 8.75%, 5/25/2024 (n)     730,000      760,113
SBA Communications Corp., 3.875%, 2/15/2027      754,000      774,286
SBA Communications Corp., 3.125%, 2/01/2029 (n)     1,155,000    1,113,496
Sprint Capital Corp., 6.875%, 11/15/2028      1,530,000    1,962,225
Sprint Corp., 7.125%, 6/15/2024      410,000      473,038
Sprint Corp., 7.625%, 3/01/2026      1,875,000    2,287,500
T-Mobile USA, Inc., 2.25%, 2/15/2026      560,000      564,200
Issuer     Shares/Par Value ($)
Bonds – continued
Telecommunications - Wireless – continued
T-Mobile USA, Inc., 5.375%, 4/15/2027    $ 1,430,000 $   1,522,507
T-Mobile USA, Inc., 2.625%, 2/15/2029      1,168,000    1,153,400
        $14,799,981
Tobacco – 0.4%
Vector Group Ltd., 10.5%, 11/01/2026 (n)   $ 545,000 $     578,381
Vector Group Ltd., 5.75%, 2/01/2029 (n)     630,000      641,787
           $1,220,168
Utilities - Electric Power – 2.5%
Calpine Corp., 4.5%, 2/15/2028 (n)   $ 995,000 $   1,014,900
Calpine Corp., 5.125%, 3/15/2028 (n)     1,260,000    1,282,050
Clearway Energy Operating LLC, 4.75%, 3/15/2028 (n)     615,000      644,981
Clearway Energy Operating LLC, 3.75%, 2/15/2031 (n)     1,515,000    1,507,425
NextEra Energy Operating Co., 4.25%, 9/15/2024 (n)     146,000      154,030
NextEra Energy Operating Co., 4.5%, 9/15/2027 (n)     640,000      692,576
NextEra Energy, Inc., 4.25%, 7/15/2024 (n)     688,000      725,840
TerraForm Global Operating LLC, 6.125%, 3/01/2026 (n)     650,000      670,313
TerraForm Power Operating LLC, 5%, 1/31/2028 (n)     1,270,000    1,344,612
TerraForm Power Operating LLC, 4.75%, 1/15/2030 (n)     480,000      491,602
           $8,528,329
Total Bonds (Identified Cost, $323,196,959)   $ 331,542,252
Floating Rate Loans (r) – 0.5%
Broadcasting – 0.1%    
Nexstar Broadcasting, Inc., Term Loan B4, 2.592%, 9/18/2026 $ 289,883 $     288,899
Cable TV – 0.1%    
CSC Holdings LLC, Term Loan B5, 2.572%, 4/15/2027 $ 331,800 $     328,344
Chemicals – 0.1%    
Axalta Coating Systems U.S. Holdings, Inc., Term Loan B3, 1.897%, 6/01/2024 $ 274,207 $     272,248
Element Solutions, Inc., Term Loan B1, 2.104%, 1/31/2026   330,120      329,570
             $601,818
Computer Software - Systems – 0.1%    
SS&C Technologies, Inc., Term Loan B5, 1.854%, 4/16/2025 $ 329,892 $     326,049
Pharmaceuticals – 0.1%    
Bausch Health Companies, Inc., Term Loan B, 2.854%, 11/27/2025 $ 288,000 $     285,760
Total Floating Rate Loans (Identified Cost, $1,849,454)     $ 1,830,870
 
10


MFS High Yield Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – 0.2%
Construction – 0.1%  
ICA Tenedora, S.A. de C.V. (a)   147,380 $     329,672
Oil Services – 0.1%  
LTRI Holdings LP (a)(u)   1,115 $     315,010
Precious Metals & Minerals – 0.0%  
Petra Diamonds Ltd. (a)   2,704,982 $      55,005
Total Common Stocks (Identified Cost, $449,278)       $ 699,687
  Strike
Price
First
Exercise
   
Warrants – 0.0%        
Forest & Paper Products – 0.0%        
Appvion Holdings Corp. - Tranche A (1 share for 1 warrant, Expiration 6/13/23) (a) $11.50 8/24/18 670 $           7
Appvion Holdings Corp. - Tranche B (1 share for 1 warrant, Expiration 6/13/23) (a) 13.23 8/24/18 670            7
Total Warrants (Identified Cost, $0)            $ 14
Issuer     Shares/Par Value ($)
Investment Companies (h) – 2.1%
Money Market Funds – 2.1%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $7,184,930)     7,184,930 $   7,184,930
Other Assets, Less Liabilities – 1.2%      4,292,935
Net Assets – 100.0% $345,550,688
    
 
(a) Non-income producing security.
(d) In default.
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $7,184,930 and $334,072,823, respectively.
(n) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was $265,168,490, representing 76.7% of net assets.
(p) Payment-in-kind (PIK) security for which interest income may be received in additional securities and/or cash.
(r) The remaining maturities of floating rate loans may be less than the stated maturities shown as a result of contractual or optional prepayments by the borrower. Such prepayments cannot be predicted with certainty. These loans may be subject to restrictions on resale. The interest rate shown represents the weighted average of the floating interest rates on settled contracts within the loan facility at period end, unless otherwise indicated. The floating interest rates on settled contracts are determined periodically by reference to a base lending rate and a spread.
(u) The security was valued using significant unobservable inputs and is considered level 3 under the fair value hierarchy. For further information about the fund’s level 3 holdings, please see Note 2 in the Notes to Financial Statements.
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.
(z) Restricted securities are not registered under the Securities Act of 1933 and are subject to legal restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are subsequently registered. Disposal of these securities may involve time-consuming negotiations and prompt sale at an acceptable price may be difficult. The fund holds the following restricted securities:
Restricted Securities Acquisition
Date
Cost Value
Paysafe Finance PLC, 4%, 6/15/2029 6/10/2021 $820,000 $807,700
% of Net assets     0.2%
    
11


MFS High Yield Portfolio
Portfolio of Investments (unaudited) – continued
The following abbreviations are used in this report and are defined:
CDO Collateralized Debt Obligation
FLR Floating Rate. Interest rate resets periodically based on the parenthetically disclosed reference rate plus a spread (if any). The period-end rate reported may not be the current rate. All reference rates are USD unless otherwise noted.
LIBOR London Interbank Offered Rate
REIT Real Estate Investment Trust
See Notes to Financial Statements
12


MFS High Yield Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $325,495,691) $334,072,823
Investments in affiliated issuers, at value (identified cost, $7,184,930) 7,184,930
Cash 2,356
Receivables for  
Investments sold 5,407,730
Fund shares sold 28,859
Interest 4,746,865
Receivable from investment adviser 1,337
Other assets 1,460
Total assets $351,446,360
Liabilities  
Payables for  
Investments purchased $5,412,169
Fund shares reacquired 371,804
Payable to affiliates  
Administrative services fee 306
Shareholder servicing costs 74
Distribution and/or service fees 547
Accrued expenses and other liabilities 110,772
Total liabilities $5,895,672
Net assets $345,550,688
Net assets consist of  
Paid-in capital $356,063,360
Total distributable earnings (loss) (10,512,672)
Net assets $345,550,688
Shares of beneficial interest outstanding 59,488,797
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $305,657,577 52,536,952 $5.82
Service Class 39,893,111 6,951,845 5.74
See Notes to Financial Statements
13


MFS High Yield Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Interest $8,493,470
Other 16,248
Dividends from affiliated issuers 2,763
Total investment income $8,512,481
Expenses  
Management fee $1,203,298
Distribution and/or service fees 49,519
Shareholder servicing costs 7,271
Administrative services fee 27,487
Independent Trustees' compensation 3,412
Custodian fee 9,834
Shareholder communications 22,421
Audit and tax fees 40,892
Legal fees 1,277
Miscellaneous 19,027
Total expenses $1,384,438
Reduction of expenses by investment adviser (96,325)
Net expenses $1,288,113
Net investment income (loss) $7,224,368
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $3,880,496
Affiliated issuers (1,981)
Net realized gain (loss) $3,878,515
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $(2,922,775)
Affiliated issuers 1,982
Net unrealized gain (loss) $(2,920,793)
Net realized and unrealized gain (loss) $957,722
Change in net assets from operations $8,182,090
See Notes to Financial Statements
14


MFS High Yield Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $7,224,368 $15,210,983
Net realized gain (loss) 3,878,515 (2,471,599)
Net unrealized gain (loss) (2,920,793) 2,203,310
Change in net assets from operations $8,182,090 $14,942,694
Total distributions to shareholders $— $(18,798,097)
Change in net assets from fund share transactions $(13,923,667) $(13,092,189)
Total change in net assets $(5,741,577) $(16,947,592)
Net assets    
At beginning of period 351,292,265 368,239,857
At end of period $345,550,688 $351,292,265
See Notes to Financial Statements
15


MFS High Yield Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $5.68 $5.72 $5.28 $5.77 $5.78 $5.43
Income (loss) from investment operations            
Net investment income (loss) (d) $0.12 $0.25 $0.27 $0.28 $0.28 $0.32(c)
Net realized and unrealized gain (loss) 0.02 0.03(g) 0.50 (0.45) 0.10 0.42
Total from investment operations $0.14 $0.28 $0.77 $(0.17) $0.38 $0.74
Less distributions declared to shareholders            
From net investment income $— $(0.32) $(0.33) $(0.32) $(0.39) $(0.39)
Net asset value, end of period (x) $5.82 $5.68 $5.72 $5.28 $5.77 $5.78
Total return (%) (k)(r)(s)(x) 2.46(n) 5.09 14.81 (3.08) 6.69 13.82(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.78(a) 0.78 0.77 0.77 0.78 0.76(c)
Expenses after expense reductions (f) 0.72(a) 0.72 0.72 0.72 0.72 0.70(c)
Net investment income (loss) 4.23(a) 4.50 4.78 4.91 4.78 5.60(c)
Portfolio turnover 37(n) 54 59 40 49 41
Net assets at end of period (000 omitted) $305,658 $310,121 $324,544 $320,380 $384,393 $404,118
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $5.61 $5.65 $5.22 $5.70 $5.72 $5.37
Income (loss) from investment operations            
Net investment income (loss) (d) $0.11 $0.23 $0.25 $0.26 $0.26 $0.30(c)
Net realized and unrealized gain (loss) 0.02 0.03(g) 0.49 (0.43) 0.10 0.43
Total from investment operations $0.13 $0.26 $0.74 $(0.17) $0.36 $0.73
Less distributions declared to shareholders            
From net investment income $— $(0.30) $(0.31) $(0.31) $(0.38) $(0.38)
Net asset value, end of period (x) $5.74 $5.61 $5.65 $5.22 $5.70 $5.72
Total return (%) (k)(r)(s)(x) 2.32(n) 4.85 14.44 (3.24) 6.31 13.64(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.03(a) 1.03 1.02 1.02 1.03 1.02(c)
Expenses after expense reductions (f) 0.97(a) 0.97 0.97 0.97 0.97 0.95(c)
Net investment income (loss) 3.98(a) 4.25 4.54 4.66 4.54 5.36(c)
Portfolio turnover 37(n) 54 59 40 49 41
Net assets at end of period (000 omitted) $39,893 $41,171 $43,696 $44,995 $58,499 $69,189
    
See Notes to Financial Statements
16


MFS High Yield Portfolio
Financial Highlights - continued
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(g) The per share amount varies from the net realized and unrealized gain/loss for the period because of the timing of sales of fund shares and the per share amount of realized and unrealized gains and losses at such time.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
17


MFS High Yield Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS High Yield Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in high-yield securities rated below investment grade. Investments in below investment grade quality securities can involve a substantially greater risk of default or can already be in default, and their values can decline significantly. Below investment grade quality securities tend to be more sensitive to adverse news about the issuer, or the market or economy in general, than higher quality debt instruments. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Debt instruments and floating rate loans, including restricted debt instruments, are generally valued at an evaluated or composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
18


MFS High Yield Portfolio
Notes to Financial Statements (unaudited) - continued
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities:        
Mexico $— $329,672 $— $329,672
United States 14 315,010 315,024
United Kingdom 55,005 55,005
Municipal Bonds 363,875 363,875
U.S. Corporate Bonds 291,986,468 291,986,468
Asset-Backed Securities (including CDOs) 128 128
Foreign Bonds 39,191,781 39,191,781
Floating Rate Loans 1,830,870 1,830,870
Mutual Funds 7,184,930 7,184,930
Total $7,239,935 $333,702,808 $315,010 $341,257,753
For further information regarding security characteristics, see the Portfolio of Investments.
The following is a reconciliation of level 3 assets for which significant unobservable inputs were used to determine fair value. The table presents the activity of level 3 securities held at the beginning and the end of the period.
  Equity
Securities
Balance as of 12/31/20 $315,010
Change in unrealized appreciation or depreciation 0
Balance as of 6/30/21 $315,010
The net change in unrealized appreciation or depreciation from investments held as level 3 at June 30, 2021 is $0. At June 30, 2021, the fund held one level 3 security.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign
19


MFS High Yield Portfolio
Notes to Financial Statements (unaudited) - continued
exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Loans and Other Direct Debt Instruments — The fund invests in loans and loan participations or other receivables. These investments may include standby financing commitments, including revolving credit facilities, which contractually obligate the fund to supply additional cash to the borrower on demand. The fund generally provides this financial support in order to preserve its existing investment or to obtain a more senior secured interest in the assets of the borrower. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Interest income is recorded on the accrual basis. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend and interest payments received in additional securities are recorded on the ex-dividend or ex-interest date in an amount equal to the value of the security on such date. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles. The fund earns certain fees in connection with its floating rate loan purchasing activities. These fees are in addition to interest payments earned and may include amendment fees, commitment fees, facility fees, consent fees, and prepayment fees. Commitment fees are recorded on an accrual basis as income in the accompanying financial statements. Debt obligations may be placed on non-accrual status or set to accrue at a rate of interest less than the contractual coupon when the collection of all or a portion of interest has become doubtful. Interest income for those debt obligations may be further reduced by the write-off of the related interest receivables when deemed uncollectible.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to amortization and accretion of debt securities.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $18,798,097
The federal tax cost and the tax basis components of distributable earnings were as follows:
20


MFS High Yield Portfolio
Notes to Financial Statements (unaudited) - continued
As of 6/30/21  
Cost of investments $334,040,992
Gross appreciation 10,323,377
Gross depreciation (3,106,616)
Net unrealized appreciation (depreciation) $7,216,761
As of 12/31/20  
Undistributed ordinary income 16,799,721
Capital loss carryforwards (45,441,992)
Net unrealized appreciation (depreciation) 9,947,509
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
As of December 31, 2020, the fund had capital loss carryforwards available to offset future realized gains. These net capital losses may be carried forward indefinitely and their character is retained as short-term and/or long-term losses. Such losses are characterized as follows:
Short-Term $(852,156)
Long-Term (44,589,836)
Total $(45,441,992)
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
Initial Class $—   $16,642,508
Service Class   2,155,589
Total $—   $18,798,097
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.70%
In excess of $1 billion 0.65%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $20,540, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.69% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.72% of average daily net assets for the Initial Class shares and 0.97% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, this reduction amounted to $75,785, which is included in the reduction of total expenses in the Statement of Operations.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
21


MFS High Yield Portfolio
Notes to Financial Statements (unaudited) - continued
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $6,807, which equated to 0.0040% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $464.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0160% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $129,296,270 and $125,040,422, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 1,162,920 $6,633,778   3,732,526 $20,503,790
Service Class 295,083 1,665,965   890,297 4,876,990
  1,458,003 $8,299,743   4,622,823 $25,380,780
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   3,048,078 $16,642,508
Service Class   399,183 2,155,589
  $—   3,447,261 $18,798,097
Shares reacquired          
Initial Class (3,214,025) $(18,379,172)   (8,904,252) $(48,212,643)
Service Class (681,622) (3,844,238)   (1,679,808) (9,058,423)
  (3,895,647) $(22,223,410)   (10,584,060) $(57,271,066)
Net change          
Initial Class (2,051,105) $(11,745,394)   (2,123,648) $(11,066,345)
Service Class (386,539) (2,178,273)   (390,328) (2,025,844)
  (2,437,644) $(13,923,667)   (2,513,976) $(13,092,189)
22


MFS High Yield Portfolio
Notes to Financial Statements (unaudited) - continued
The fund is one of several mutual funds in which certain MFS funds may invest. The MFS funds do not invest in the underlying funds for the purpose of exercising management or control. At the end of the period, the MFS Moderate Allocation Portfolio, the MFS Conservative Allocation Portfolio, and the MFS Growth Allocation Portfolio were the owners of record of approximately 20%, 6%, and 5%, respectively, of the value of outstanding voting shares of the fund.
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $610 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $15,433,544 $50,664,763 $58,913,378 $(1,981) $1,982 $7,184,930
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $2,763 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
23


MFS High Yield Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
24


MFS High Yield Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
25



Semiannual Report
June 30, 2021
MFS®  International
Growth Portfolio
MFS® Variable Insurance Trust II
FCI-SEM


MFS® International Growth Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS International Growth Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS International Growth Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Taiwan Semiconductor Manufacturing Co. Ltd., ADR 4.7%
Nestle S.A. 4.5%
Roche Holding AG 4.2%
SAP SE 3.3%
LVMH Moet Hennessy Louis Vuitton SE 3.2%
Hitachi Ltd. 3.2%
AIA Group Ltd. 3.2%
Novartis AG 2.7%
Schneider Electric SE 2.6%
Diageo PLC 2.6%
GICS equity sectors (g)
Consumer Staples 16.3%
Industrials 15.6%
Consumer Discretionary 14.4%
Information Technology 13.4%
Health Care 12.3%
Materials 10.2%
Financials 10.1%
Communication Services 3.8%
Energy 1.4%
Utilities 0.6%
Issuer country weightings (x)
France 16.0%
Switzerland 12.6%
United Kingdom 8.8%
Germany 8.1%
Japan 7.5%
Canada 6.8%
Taiwan 6.2%
China 5.8%
India 5.7%
Other Countries 22.5%
Currency exposure weightings (y)
Euro 30.5%
Swiss Franc 12.6%
British Pound Sterling 10.1%
Hong Kong Dollar 8.5%
Japanese Yen 7.5%
Taiwan Dollar 6.2%
Indian Rupee 5.7%
United States Dollar 5.6%
Canadian Dollar 4.7%
Other Currencies 8.6%
 
(g) The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and S&P Global Market Intelligence Inc. (“S&P Global Market Intelligence”). GICS is a service mark of MSCI and S&P Global Market Intelligence and has been licensed for use by MFS. MFS has applied its own internal sector/industry classification methodology for equity securities and non-equity securities that are unclassified by GICS.
(x) Represents the portfolio’s exposure to issuer countries as a percentage of a portfolio’s net assets. For purposes of this presentation, United States includes Cash & Cash Equivalents.
(y) Represents the portfolio’s exposure to a particular currency as a percentage of a portfolio's net assets. For purposes of this presentation, United States Dollar includes Cash & Cash Equivalents.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS International Growth Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.88% $1,000.00 $1,075.82 $4.53
Hypothetical (h) 0.88% $1,000.00 $1,020.43 $4.41
Service Class Actual 1.13% $1,000.00 $1,074.84 $5.81
Hypothetical (h) 1.13% $1,000.00 $1,019.19 $5.66
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS International Growth Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 98.1%
Aerospace & Defense – 0.8%  
Rolls-Royce Holdings PLC (a)   1,146,689 $   1,569,084
Alcoholic Beverages – 4.5%  
Diageo PLC   109,742 $   5,254,009
Pernod Ricard S.A.   17,383    3,858,547
           $9,112,556
Apparel Manufacturers – 5.4%  
Burberry Group PLC   62,275 $   1,779,756
Kering S.A.   2,858    2,497,600
LVMH Moet Hennessy Louis Vuitton SE   8,327    6,529,505
        $10,806,861
Automotive – 1.1%  
Koito Manufacturing Co. Ltd.   21,600 $   1,343,499
Mahindra & Mahindra Ltd.   90,711      949,091
           $2,292,590
Biotechnology – 0.2%  
Hugel, Inc. (a)   1,879 $     399,777
Brokerage & Asset Managers – 1.0%  
Deutsche Boerse AG   6,151 $   1,073,611
London Stock Exchange Group   9,081    1,001,171
           $2,074,782
Business Services – 3.1%  
Cap Gemini S.A.   8,616 $   1,655,061
Experian PLC   72,088    2,778,180
Infosys Technologies Ltd., ADR   86,882    1,841,030
           $6,274,271
Chemicals – 0.7%  
UPL Ltd.   135,547 $   1,445,829
Computer Software – 4.4%  
Dassault Systemes S.A.   4,668 $   1,131,924
Kingsoft Corp.   158,000      947,272
SAP SE   46,914    6,610,865
Wisetech Global Ltd.   11,001      263,429
           $8,953,490
Computer Software - Systems – 4.3%  
Amadeus IT Group S.A. (a)   19,774 $   1,390,878
Hitachi Ltd.   113,300    6,487,252
NICE Systems Ltd., ADR (a)   3,178      786,428
           $8,664,558
Consumer Products – 5.2%  
Kao Corp.   23,700 $   1,458,117
KOSE Corp.   6,800    1,069,931
L'Oréal   6,619    2,949,459
Reckitt Benckiser Group PLC   55,753    4,933,566
        $10,411,073
Issuer     Shares/Par Value ($)
Common Stocks – continued
Electrical Equipment – 3.7%  
Prysmian S.p.A.   59,501 $   2,132,827
Schneider Electric SE   33,909    5,334,744
           $7,467,571
Electronics – 6.2%  
Delta Electronics, Inc.   279,000 $   3,034,078
Taiwan Semiconductor Manufacturing Co. Ltd., ADR   78,460    9,427,754
        $12,461,832
Energy - Independent – 1.4%  
Oil Search Ltd.   279,476 $     798,549
Reliance Industries Ltd.   69,985    1,987,271
           $2,785,820
Food & Beverages – 4.5%  
Nestle S.A.   72,703 $   9,053,596
Food & Drug Stores – 0.5%  
Sugi Holdings Co. Ltd.   14,500 $   1,057,203
Gaming & Lodging – 1.3%  
Flutter Entertainment PLC (a)   14,186 $   2,579,508
General Merchandise – 0.3%  
Walmart de Mexico S.A.B. de C.V.   188,962 $     616,823
Insurance – 3.2%  
AIA Group Ltd.   516,800 $   6,423,142
Internet – 6.1%  
Alibaba Group Holding Ltd. (a)   159,100 $   4,508,069
NAVER Corp.   8,969    3,325,096
Tencent Holdings Ltd.   46,400    3,490,025
Z Holdings Corp.   193,600      970,309
        $12,293,499
Leisure & Toys – 0.6%  
Prosus N.V.   12,307 $   1,203,487
Machinery & Tools – 4.4%  
Assa Abloy AB   72,356 $   2,179,616
GEA Group AG   47,088    1,907,310
Ingersoll Rand, Inc. (a)   31,704    1,547,472
Ritchie Bros. Auctioneers, Inc.   53,972    3,199,744
           $8,834,142
Major Banks – 1.2%  
DBS Group Holdings Ltd.   114,200 $   2,531,644
Medical & Health Technology & Services – 0.3%  
Alcon, Inc.   7,536 $     527,622
Medical Equipment – 4.5%  
EssilorLuxottica   25,802 $   4,761,763
QIAGEN N.V. (a)   50,373    2,434,586
Terumo Corp.   48,800    1,977,565
           $9,173,914
 
4


MFS International Growth Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Natural Gas - Distribution – 0.6%  
China Resources Gas Group Ltd.   200,000 $   1,200,366
Other Banks & Diversified Financials – 4.6%  
AEON Financial Service Co. Ltd.   64,200 $     756,450
Credicorp Ltd. (a)   5,553      672,524
Element Fleet Management Corp.   173,549    2,024,458
Grupo Financiero Banorte S.A. de C.V.   241,957    1,562,876
HDFC Bank Ltd.   211,379    4,259,715
           $9,276,023
Pharmaceuticals – 9.7%  
Bayer AG   35,879 $   2,178,654
Hypera S.A.   76,911      533,017
Novartis AG   59,108    5,386,638
Novo Nordisk A.S., “B”   34,292    2,872,955
Roche Holding AG   22,719    8,558,452
        $19,529,716
Precious Metals & Minerals – 2.1%  
Agnico-Eagle Mines Ltd.   36,932 $   2,233,320
Franco-Nevada Corp.   13,688    1,986,394
           $4,219,714
Railroad & Shipping – 2.1%  
Canadian National Railway Co.   41,035 $   4,330,013
Restaurants – 0.8%  
Yum China Holdings, Inc.   15,682 $   1,038,933
Yum China Holdings, Inc.   8,100      528,399
           $1,567,332
Issuer     Shares/Par Value ($)
Common Stocks – continued
Specialty Chemicals – 7.4%  
Akzo Nobel N.V.   19,354 $   2,391,286
L'Air Liquide S.A.   19,658    3,441,877
Linde PLC   17,351    5,006,671
Sika AG   5,809    1,899,187
Symrise AG   15,443    2,151,606
        $14,890,627
Specialty Stores – 0.6%  
Just Eat Takeaway (a)   9,953 $     919,004
Ocado Group PLC (a)   13,626      377,542
           $1,296,546
Tobacco – 1.3%  
ITC Ltd.   394,706 $   1,076,374
Swedish Match AB   174,755    1,490,240
           $2,566,614
Total Common Stocks (Identified Cost, $114,056,474)   $197,891,625
Investment Companies (h) – 1.6%
Money Market Funds – 1.6%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $3,205,910)     3,205,910 $   3,205,910
Other Assets, Less Liabilities – 0.3%        545,727
Net Assets – 100.0% $201,643,262
    
 
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $3,205,910 and $197,891,625, respectively.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
See Notes to Financial Statements
5


MFS International Growth Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $114,056,474) $197,891,625
Investments in affiliated issuers, at value (identified cost, $3,205,910) 3,205,910
Cash 77,364
Foreign currency, at value (identified cost, $8,158) 8,117
Receivables for  
Fund shares sold 183,018
Interest and dividends 1,001,369
Receivable from investment adviser 15,498
Other assets 984
Total assets $202,383,885
Liabilities  
Payables for  
Investments purchased $291,627
Fund shares reacquired 155,750
Payable to affiliates  
Administrative services fee 205
Shareholder servicing costs 70
Distribution and/or service fees 1,061
Deferred country tax expense payable 227,916
Accrued expenses and other liabilities 63,994
Total liabilities $740,623
Net assets $201,643,262
Net assets consist of  
Paid-in capital $101,664,442
Total distributable earnings (loss) 99,978,820
Net assets $201,643,262
Shares of beneficial interest outstanding 11,704,846
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $124,710,544 7,202,708 $17.31
Service Class 76,932,718 4,502,138 17.09
See Notes to Financial Statements
6


MFS International Growth Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $2,164,501
Income on securities loaned 1,713
Dividends from affiliated issuers 744
Other 31
Foreign taxes withheld (270,735)
Total investment income $1,896,254
Expenses  
Management fee $833,911
Distribution and/or service fees 78,502
Shareholder servicing costs 6,585
Administrative services fee 17,359
Independent Trustees' compensation 2,291
Custodian fee 28,238
Shareholder communications 4,081
Audit and tax fees 31,852
Legal fees 592
Miscellaneous 12,339
Total expenses $1,015,750
Reduction of expenses by investment adviser (121,507)
Net expenses $894,243
Net investment income (loss) $1,002,011
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $7,167,408
Foreign currency (15,820)
Net realized gain (loss) $7,151,588
Change in unrealized appreciation or depreciation  
Unaffiliated issuers (net of $107,170 increase in deferred country tax) $5,601,008
Translation of assets and liabilities in foreign currencies (30,435)
Net unrealized gain (loss) $5,570,573
Net realized and unrealized gain (loss) $12,722,161
Change in net assets from operations $13,724,172
See Notes to Financial Statements
7


MFS International Growth Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $1,002,011 $933,931
Net realized gain (loss) 7,151,588 8,441,039
Net unrealized gain (loss) 5,570,573 14,193,358
Change in net assets from operations $13,724,172 $23,568,328
Total distributions to shareholders $— $(3,926,189)
Change in net assets from fund share transactions $15,776,080 $5,625,171
Total change in net assets $29,500,252 $25,267,310
Net assets    
At beginning of period 172,143,010 146,875,700
At end of period $201,643,262 $172,143,010
See Notes to Financial Statements
8


MFS International Growth Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $16.09 $14.26 $12.78 $15.50 $12.13 $12.57
Income (loss) from investment operations            
Net investment income (loss) (d) $0.09 $0.10 $0.21 $0.17 $0.14 $0.17(c)
Net realized and unrealized gain (loss) 1.13 2.12 3.07 (1.38) 3.77 0.19
Total from investment operations $1.22 $2.22 $3.28 $(1.21) $3.91 $0.36
Less distributions declared to shareholders            
From net investment income $— $(0.21) $(0.18) $(0.16) $(0.20) $(0.15)
From net realized gain (0.18) (1.62) (1.35) (0.34) (0.65)
Total distributions declared to shareholders $— $(0.39) $(1.80) $(1.51) $(0.54) $(0.80)
Net asset value, end of period (x) $17.31 $16.09 $14.26 $12.78 $15.50 $12.13
Total return (%) (k)(r)(s)(x) 7.58(n) 15.84 27.30 (9.02) 32.64 2.49(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.01(a) 1.04 1.05 1.05 1.05 0.91(c)
Expenses after expense reductions (f) 0.88(a) 0.88 0.88 0.97 1.05 0.91(c)
Net investment income (loss) 1.14(a) 0.72 1.49 1.16 0.96 1.33(c)
Portfolio turnover 10(n) 26 7 18 10 15
Net assets at end of period (000 omitted) $124,711 $120,291 $112,259 $105,919 $130,591 $126,668
    
See Notes to Financial Statements
9


MFS International Growth Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $15.90 $14.11 $12.65 $15.37 $12.03 $12.48
Income (loss) from investment operations            
Net investment income (loss) (d) $0.08 $0.06 $0.16 $0.13 $0.10 $0.13(c)
Net realized and unrealized gain (loss) 1.11 2.09 3.07 (1.38) 3.74 0.18
Total from investment operations $1.19 $2.15 $3.23 $(1.25) $3.84 $0.31
Less distributions declared to shareholders            
From net investment income $— $(0.18) $(0.15) $(0.12) $(0.16) $(0.11)
From net realized gain (0.18) (1.62) (1.35) (0.34) (0.65)
Total distributions declared to shareholders $— $(0.36) $(1.77) $(1.47) $(0.50) $(0.76)
Net asset value, end of period (x) $17.09 $15.90 $14.11 $12.65 $15.37 $12.03
Total return (%) (k)(r)(s)(x) 7.48(n) 15.50 27.11 (9.30) 32.35 2.15(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.26(a) 1.29 1.30 1.30 1.30 1.16(c)
Expenses after expense reductions (f) 1.13(a) 1.13 1.13 1.22 1.30 1.16(c)
Net investment income (loss) 0.97(a) 0.44 1.18 0.87 0.70 1.08(c)
Portfolio turnover 10(n) 26 7 18 10 15
Net assets at end of period (000 omitted) $76,933 $51,852 $34,616 $27,233 $29,544 $25,277
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
10


MFS International Growth Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS International Growth Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in foreign securities, including securities of emerging market issuers. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions. Investments in emerging markets can involve additional and greater risks than the risks associated with investments in developed foreign markets. Emerging markets can have less developed markets, greater custody and operational risk, less developed legal, regulatory, accounting, and auditing systems, and greater political, social, and economic instability than developed markets.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share.
Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
11


MFS International Growth Portfolio
Notes to Financial Statements (unaudited) - continued
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities $197,891,625 $— $— $197,891,625
Mutual Funds 3,205,910 3,205,910
Total $201,097,535 $— $— $201,097,535
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Security Loans — Under its Securities Lending Agency Agreement with the fund, State Street Bank and Trust Company, as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. Security loans can be terminated at the discretion of either the lending agent or the fund and the related securities must be returned within the earlier of the standard trade settlement period for such securities or within three business days. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the market value of the securities loaned. On loans collateralized by cash, the cash collateral is invested in a money market fund. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. The lending agent provides the fund with indemnification against Borrower default. In the event of Borrower default, the lending agent will, for the benefit of the fund, either purchase securities identical to those loaned or, when such purchase is commercially impracticable, pay the fund the market value of the loaned securities. In return, the lending agent assumes the fund's rights to the related collateral. If the collateral value is less than the cost to purchase identical securities, the lending agent is responsible for the shortfall, but only to the extent that such shortfall is not due to a decline in collateral value resulting from
12


MFS International Growth Portfolio
Notes to Financial Statements (unaudited) - continued
collateral reinvestment for which the fund bears the risk of loss. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the remainder is allocated between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is separately reported in the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income. At June 30, 2021, there were no securities on loan or collateral outstanding.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to wash sale loss deferrals.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $2,433,126
Long-term capital gains 1,493,063
Total distributions $3,926,189
The federal tax cost and the tax basis components of distributable earnings were as follows:
13


MFS International Growth Portfolio
Notes to Financial Statements (unaudited) - continued
As of 6/30/21  
Cost of investments $118,531,141
Gross appreciation 85,931,724
Gross depreciation (3,365,330)
Net unrealized appreciation (depreciation) $82,566,394
As of 12/31/20  
Undistributed ordinary income 1,557,099
Undistributed long-term capital gain 7,782,653
Other temporary differences 56,680
Net unrealized appreciation (depreciation) 76,858,216
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $2,927,657
Service Class   998,532
Total $—   $3,926,189
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.90%
In excess of $1 billion and up to $2 billion 0.80%
In excess of $2 billion 0.70%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $11,105, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.89% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.88% of average daily net assets for the Initial Class shares and 1.13% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, this reduction amounted to $110,402, which is included in the reduction of total expenses in the Statement of Operations.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
14


MFS International Growth Portfolio
Notes to Financial Statements (unaudited) - continued
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $6,177, which equated to 0.0067% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $408.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0187% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
The fund is permitted to engage in purchase and sale transactions with funds and accounts for which MFS serves as investment adviser or sub-adviser (“cross-trades”) pursuant to a policy adopted by the Board of Trustees. This policy has been designed to ensure that cross-trades conducted by the fund comply with Rule 17a-7 under the Investment Company Act of 1940. During the six months ended June 30, 2021, the fund engaged in sale transactions pursuant to this policy, which amounted to $20,919. The sales transactions resulted in net realized gains (losses) of $3,363.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $33,957,681 and $18,974,858, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 459,526 $7,600,848   824,973 $11,064,566
Service Class 1,519,837 25,070,994   1,697,426 23,498,214
  1,979,363 $32,671,842   2,522,399 $34,562,780
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   199,296 $2,927,657
Service Class   68,722 998,532
  $—   268,018 $3,926,189
Shares reacquired          
Initial Class (734,506) $(12,300,948)   (1,416,593) $(19,892,313)
Service Class (279,621) (4,594,814)   (957,919) (12,971,485)
  (1,014,127) $(16,895,762)   (2,374,512) $(32,863,798)
Net change          
Initial Class (274,980) $(4,700,100)   (392,324) $(5,900,090)
Service Class 1,240,216 20,476,180   808,229 11,525,261
  965,236 $15,776,080   415,905 $5,625,171
15


MFS International Growth Portfolio
Notes to Financial Statements (unaudited) - continued
The fund is one of several mutual funds in which certain MFS funds may invest. The MFS funds do not invest in the underlying funds for the purpose of exercising management or control. At the end of the period, the MFS Moderate Allocation Portfolio, the MFS Growth Allocation Portfolio, and the MFS Conservative Allocation Portfolio were the owners of record of approximately 21%, 9%, and 4%, respectively, of the value of outstanding voting shares of the fund.
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $321 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $1,012,087 $23,248,002 $21,054,179 $— $— $3,205,910
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $744 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
16


MFS International Growth Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
17


MFS International Growth Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
18



Semiannual Report
June 30, 2021
MFS®  International Intrinsic
Value Portfolio
MFS® Variable Insurance Trust II
FCG-SEM


MFS® International Intrinsic Value Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS International Intrinsic Value Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS International Intrinsic Value Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Nestle S.A. 4.6%
Cadence Design Systems, Inc. 4.2%
Taiwan Semiconductor Manufacturing Co. Ltd., ADR 3.5%
Givaudan S.A. 3.4%
Schneider Electric SE 3.2%
L'Oréal 2.8%
Pernod Ricard S.A. 2.7%
Diageo PLC 2.3%
Legrand S.A. 2.2%
ANSYS, Inc. 2.2%
GICS equity sectors (g)
Consumer Staples 27.9%
Information Technology 25.6%
Industrials 20.3%
Materials 11.2%
Consumer Discretionary 4.2%
Health Care 2.8%
Financials 2.7%
Real Estate 2.4%
Energy 0.3%
Equity Warrants (o) 0.0%
Issuer country weightings (x)
Japan 17.9%
France 15.6%
United States 14.5%
Switzerland 14.3%
United Kingdom 12.3%
Germany 8.8%
Canada 3.5%
Taiwan 3.5%
Denmark 2.0%
Other Countries 7.6%
Currency exposure weightings (y)
Euro 28.8%
United States Dollar 18.6%
Japanese Yen 14.5%
Swiss Franc 14.3%
British Pound Sterling 12.3%
Canadian Dollar 3.5%
Taiwan Dollar 3.5%
Danish Krone 2.0%
South Korean Won 1.8%
Other Currencies 0.7%
 
(g) The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and S&P Global Market Intelligence Inc. (“S&P Global Market Intelligence”). GICS is a service mark of MSCI and S&P Global Market Intelligence and has been licensed for use by MFS. MFS has applied its own internal sector/industry classification methodology for equity securities and non-equity securities that are unclassified by GICS.
(o) Less than 0.1%.
(x) Represents the portfolio’s exposure to issuer countries as a percentage of a portfolio’s net assets. For purposes of this presentation, United States includes Cash & Cash Equivalents and Other.
(y) Represents the portfolio’s exposure to a particular currency as a percentage of a portfolio's net assets. For purposes of this presentation, United States Dollar includes Cash & Cash Equivalents.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Other includes equivalent exposure from currency derivatives and/or any offsets to derivative positions and may be negative.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS International Intrinsic Value Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.89% $1,000.00 $1,048.79 $4.52
Hypothetical (h) 0.89% $1,000.00 $1,020.38 $4.46
Service Class Actual 1.14% $1,000.00 $1,047.58 $5.79
Hypothetical (h) 1.14% $1,000.00 $1,019.14 $5.71
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS International Intrinsic Value Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 95.2%
Airlines – 0.8%  
Ryanair Holdings PLC, ADR (a)   116,039 $    12,556,580
Alcoholic Beverages – 6.4%  
Diageo PLC   770,235 $    36,875,780
Heineken N.V.   184,905     22,407,465
Pernod Ricard S.A.   194,848     43,250,883
           $102,534,128
Apparel Manufacturers – 2.0%  
Adidas AG   24,589 $     9,152,197
Compagnie Financiere Richemont S.A.   115,680     13,996,624
LVMH Moet Hennessy Louis Vuitton SE   12,075      9,468,449
            $32,617,270
Automotive – 1.0%  
Compagnie Generale des Etablissements Michelin SCA   50,946 $     8,125,041
Knorr-Bremse AG   64,021      7,363,552
            $15,488,593
Biotechnology – 1.6%  
Novozymes A.S.   345,335 $    26,029,875
Brokerage & Asset Managers – 0.7%  
Euronext N.V.   99,616 $    10,831,575
Business Services – 6.1%  
Compass Group PLC (a)   242,470 $     5,104,921
Experian PLC   501,808     19,339,047
Intertek Group PLC   197,651     15,119,608
Nomura Research Institute Ltd.   371,900     12,302,376
Secom Co. Ltd.   220,600     16,767,149
SGS S.A.   7,997     24,667,320
Sohgo Security Services Co. Ltd.   118,300      5,388,163
            $98,688,584
Chemicals – 3.4%  
Givaudan S.A.   11,681 $    54,324,067
Computer Software – 9.1%  
ANSYS, Inc. (a)   101,134 $    35,099,566
Cadence Design Systems, Inc. (a)   495,828     67,839,187
Dassault Systemes S.A.   73,051     17,713,838
OBIC Co. Ltd.   74,600     13,906,710
SAP SE   77,049     10,857,325
           $145,416,626
Computer Software - Systems – 3.8%  
Amadeus IT Group S.A. (a)   214,839 $    15,111,495
Descartes Systems Group, Inc. (a)   71,465      4,942,477
Samsung Electronics Co. Ltd.   412,931     29,590,669
Wix.com Ltd. (a)   36,835     10,692,464
            $60,337,105
Construction – 0.8%  
Geberit AG   16,839 $    12,630,387
Issuer     Shares/Par Value ($)
Common Stocks – continued
Consumer Products – 10.2%  
Colgate-Palmolive Co.   300,211 $    24,422,165
Kao Corp.   395,900     24,357,320
Kobayashi Pharmaceutical Co. Ltd.   203,400     17,374,913
KOSE Corp.   29,300      4,610,145
Lion Corp. (l)   221,800      3,757,393
L'Oréal   98,808     44,029,329
Reckitt Benckiser Group PLC   362,088     32,041,058
ROHTO Pharmaceutical Co. Ltd.   455,200     12,230,722
           $162,823,045
Electrical Equipment – 8.2%  
Halma PLC   463,090 $    17,244,747
Legrand S.A.   339,572     35,940,320
OMRON Corp.   138,100     10,951,537
Schneider Electric SE   330,415     51,982,648
Spectris PLC   248,304     11,121,847
Yokogawa Electric Corp.   323,000      4,826,320
           $132,067,419
Electronics – 7.9%  
Analog Devices, Inc.   179,394 $    30,884,471
DISCO Corp.   18,100      5,531,257
Hirose Electric Co. Ltd.   133,600     19,541,834
Infineon Technologies AG   66,331      2,660,010
Taiwan Semiconductor Manufacturing Co. Ltd., ADR   470,628     56,550,661
Texas Instruments, Inc.   62,567     12,031,634
           $127,199,867
Engineering - Construction – 1.3%  
IMI PLC   888,159 $    21,131,754
Food & Beverages – 9.1%  
Chocoladefabriken Lindt & Sprungli AG   380 $     3,780,492
Danone S.A.   200,650     14,125,356
Ezaki Glico Co. Ltd.   165,700      6,174,877
ITO EN Ltd.   307,000     18,210,810
Kerry Group PLC   90,756     12,676,922
Nestle S.A.   588,608     73,298,475
Nissan Foods Holdings Co. Ltd.   54,800      3,946,172
Toyo Suisan Kaisha Ltd.   377,800     14,537,963
           $146,751,067
Insurance – 0.3%  
Hiscox Ltd. (a)   427,866 $     4,921,966
Machinery & Tools – 6.1%  
Epiroc AB   451,053 $    10,277,437
GEA Group AG   262,630     10,637,887
Nordson Corp.   45,093      9,898,364
Schindler Holding AG   60,773     18,588,229
SMC Corp.   29,300     17,314,416
Spirax-Sarco Engineering PLC   145,310     27,367,147
Wartsila Oyj Abp   210,382      3,121,998
            $97,205,478
 
4


MFS International Intrinsic Value Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Major Banks – 0.5%  
UBS Group AG   524,493 $     8,026,826
Medical Equipment – 4.2%  
Agilent Technologies, Inc.   28,082 $     4,150,800
Bruker BioSciences Corp.   34,967      2,656,793
EssilorLuxottica   75,999     14,025,627
Nihon Kohden Corp.   388,000     11,071,245
Shimadzu Corp.   546,900     21,143,485
Terumo Corp.   355,000     14,385,976
            $67,433,926
Oil Services – 0.2%  
Core Laboratories N.V.   102,277 $     3,983,689
Other Banks & Diversified Financials – 1.3%  
Chiba Bank Ltd.   557,800 $     3,359,001
Hachijuni Bank Ltd.   547,200      1,763,334
Julius Baer Group Ltd.   80,056      5,224,298
Jyske Bank A.S. (a)   69,480      3,361,408
Mebuki Financial Group, Inc.   921,800      1,941,592
North Pacific Bank Ltd.   820,300      1,742,570
Sydbank A.S.   92,134      2,836,926
            $20,229,129
Pharmaceuticals – 0.8%  
Santen Pharmaceutical Co. Ltd.   894,900 $    12,324,560
Precious Metals & Minerals – 3.2%  
Agnico-Eagle Mines Ltd.   174,582 $    10,557,169
Franco-Nevada Corp.   231,434     33,585,562
Wheaton Precious Metals Corp.   172,948      7,623,329
            $51,766,060
Printing & Publishing – 0.3%  
Wolters Kluwer N.V.   54,531 $     5,478,007
Real Estate – 2.4%  
Deutsche Wohnen SE   143,839 $     8,797,336
LEG Immobilien SE   68,343      9,842,031
TAG Immobilien AG   261,539      8,298,809
Vonovia SE, REIT   173,048     11,187,051
            $38,125,227
Issuer     Shares/Par Value ($)
Common Stocks – continued
Specialty Chemicals – 3.0%  
Croda International PLC   66,483 $     6,776,050
Kansai Paint Co. Ltd.   262,600      6,691,756
Sika AG   43,766     14,308,798
Symrise AG   141,105     19,659,544
            $47,436,148
Specialty Stores – 0.5%  
Zalando SE (a)   61,670 $     7,455,115
Total Common Stocks (Identified Cost, $914,307,390)   $1,525,814,073
Preferred Stocks – 2.2%
Consumer Products – 2.2%        
Henkel AG & Co. KGaA (Identified Cost, $39,191,285)   330,746 $    34,919,895
  Strike
Price
First
Exercise
   
Warrants – 0.0%        
Apparel Manufacturers – 0.0%        
Compagnie Financiere Richemont S.A. (1 share for 2 warrants, Expiration 12/04/23) (a) (Identified Cost, $0) CHF 67.00 11/20/23 224,332 $       150,322
         
Investment Companies (h) – 2.4%
Money Market Funds – 2.4%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $37,643,583)     37,647,306 $    37,647,306
Other Assets, Less Liabilities – 0.2%        3,779,572
Net Assets – 100.0% $1,602,311,168
    
 
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $37,647,306 and $1,560,884,290, respectively.      
(l) A portion of this security is on loan. See Note 2 for additional information.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
REIT Real Estate Investment Trust
Abbreviations indicate amounts shown in currencies other than the U.S. dollar. All amounts are stated in U.S. dollars unless otherwise indicated. A list of abbreviations is shown below:
CHF Swiss Franc
JPY Japanese Yen
    
5


MFS International Intrinsic Value Portfolio
Portfolio of Investments (unaudited) – continued
Derivative Contracts at 6/30/21
Forward Foreign Currency Exchange Contracts
Currency
Purchased
Currency
Sold
Counterparty Settlement
Date
Unrealized
Appreciation
(Depreciation)
Asset Derivatives
USD 56,761,647 JPY 5,998,656,000 HSBC Bank 8/19/2021 $2,744,688
See Notes to Financial Statements
6


MFS International Intrinsic Value Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value, including $777,388 of securities on loan (identified cost, $953,498,675) $1,560,884,290
Investments in affiliated issuers, at value (identified cost, $37,643,583) 37,647,306
Cash 919,927
Foreign currency, at value (identified cost, $416,800) 416,581
Receivables for  
Forward foreign currency exchange contracts 2,744,688
Investments sold 602,925
Fund shares sold 820,059
Interest and dividends 3,886,405
Other assets 5,395
Total assets $1,607,927,576
Liabilities  
Payables for  
Investments purchased $3,594,788
Fund shares reacquired 1,771,537
Payable to affiliates  
Investment adviser 75,291
Administrative services fee 1,214
Shareholder servicing costs 237
Distribution and/or service fees 17,486
Accrued expenses and other liabilities 155,855
Total liabilities $5,616,408
Net assets $1,602,311,168
Net assets consist of  
Paid-in capital $912,767,400
Total distributable earnings (loss) 689,543,768
Net assets $1,602,311,168
Shares of beneficial interest outstanding 44,211,957
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $338,614,881 9,211,483 $36.76
Service Class 1,263,696,287 35,000,474 36.11
See Notes to Financial Statements
7


MFS International Intrinsic Value Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $17,045,964
Dividends from affiliated issuers 10,217
Income on securities loaned 4,798
Other 172
Foreign taxes withheld (1,798,689)
Total investment income $15,262,462
Expenses  
Management fee $6,582,075
Distribution and/or service fees 1,491,784
Shareholder servicing costs 22,209
Administrative services fee 102,888
Independent Trustees' compensation 10,784
Custodian fee 81,440
Shareholder communications 23,896
Audit and tax fees 29,852
Legal fees 5,137
Miscellaneous 19,832
Total expenses $8,369,897
Reduction of expenses by investment adviser (91,176)
Net expenses $8,278,721
Net investment income (loss) $6,983,741
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $33,633,331
Affiliated issuers 1
Forward foreign currency exchange contracts 243,222
Foreign currency 131,741
Net realized gain (loss) $34,008,295
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $29,452,179
Affiliated issuers (1)
Forward foreign currency exchange contracts 3,972,368
Translation of assets and liabilities in foreign currencies (303,171)
Net unrealized gain (loss) $33,121,375
Net realized and unrealized gain (loss) $67,129,670
Change in net assets from operations $74,113,411
See Notes to Financial Statements
8


MFS International Intrinsic Value Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $6,983,741 $5,201,242
Net realized gain (loss) 34,008,295 42,607,038
Net unrealized gain (loss) 33,121,375 206,247,474
Change in net assets from operations $74,113,411 $254,055,754
Total distributions to shareholders $— $(38,136,630)
Change in net assets from fund share transactions $22,811,008 $(66,701,792)
Total change in net assets $96,924,419 $149,217,332
Net assets    
At beginning of period 1,505,386,749 1,356,169,417
At end of period $1,602,311,168 $1,505,386,749
See Notes to Financial Statements
9


MFS International Intrinsic Value Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $35.05 $29.94 $25.02 $28.25 $22.57 $22.46
Income (loss) from investment operations            
Net investment income (loss) (d) $0.19 $0.18 $0.28 $0.30 $0.29 $0.32(c)
Net realized and unrealized gain (loss) 1.52 5.87 6.06 (2.91) 5.80 0.64
Total from investment operations $1.71 $6.05 $6.34 $(2.61) $6.09 $0.96
Less distributions declared to shareholders            
From net investment income $— $(0.31) $(0.54) $(0.31) $(0.39) $(0.32)
From net realized gain (0.63) (0.88) (0.31) (0.02) (0.53)
Total distributions declared to shareholders $— $(0.94) $(1.42) $(0.62) $(0.41) $(0.85)
Net asset value, end of period (x) $36.76 $35.05 $29.94 $25.02 $28.25 $22.57
Total return (%) (k)(r)(s)(x) 4.88(n) 20.52 25.94 (9.49) 27.14 4.05(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.90(a) 0.92 0.92 0.91 0.91 0.91(c)
Expenses after expense reductions (f) 0.89(a) 0.90 0.90 0.90 0.90 0.89(c)
Net investment income (loss) 1.10(a) 0.59 0.99 1.08 1.13 1.41(c)
Portfolio turnover 6(n) 10 13 16 10 17
Net assets at end of period (000 omitted) $338,615 $328,247 $308,053 $282,244 $317,415 $238,192
    
See Notes to Financial Statements
10


MFS International Intrinsic Value Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $34.47 $29.47 $24.60 $27.80 $22.23 $22.13
Income (loss) from investment operations            
Net investment income (loss) (d) $0.15 $0.10 $0.20 $0.27 $0.23 $0.26(c)
Net realized and unrealized gain (loss) 1.49 5.77 5.97 (2.91) 5.70 0.63
Total from investment operations $1.64 $5.87 $6.17 $(2.64) $5.93 $0.89
Less distributions declared to shareholders            
From net investment income $— $(0.24) $(0.42) $(0.25) $(0.34) $(0.26)
From net realized gain (0.63) (0.88) (0.31) (0.02) (0.53)
Total distributions declared to shareholders $— $(0.87) $(1.30) $(0.56) $(0.36) $(0.79)
Net asset value, end of period (x) $36.11 $34.47 $29.47 $24.60 $27.80 $22.23
Total return (%) (k)(r)(s)(x) 4.76(n) 20.21 25.65 (9.72) 26.82 3.84(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.15(a) 1.17 1.17 1.15 1.16 1.16(c)
Expenses after expense reductions (f) 1.14(a) 1.15 1.15 1.14 1.15 1.14(c)
Net investment income (loss) 0.87(a) 0.34 0.72 0.97 0.89 1.17(c)
Portfolio turnover 6(n) 10 13 16 10 17
Net assets at end of period (000 omitted) $1,263,696 $1,177,140 $1,048,117 $858,278 $1,728,247 $1,273,735
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
11


MFS International Intrinsic Value Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS International Intrinsic Value Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Forward foreign currency exchange contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods.
Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in
12


MFS International Intrinsic Value Portfolio
Notes to Financial Statements (unaudited) - continued
good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments, such as forward foreign currency exchange contracts. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities $1,560,884,290 $— $— $1,560,884,290
Mutual Funds 37,647,306 37,647,306
Total $1,598,531,596 $— $— $1,598,531,596
Other Financial Instruments        
Forward Foreign Currency Exchange Contracts – Assets $— $2,744,688 $— $2,744,688
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Derivatives — The fund uses derivatives primarily to increase or decrease exposure to a particular market or segment of the market, or security, to increase or decrease interest rate or currency exposure, or as alternatives to direct investments. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund uses derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.
The derivative instruments used by the fund during the period were forward foreign currency exchange contracts. Depending on the type of derivative, a fund may exit a derivative position by entering into an offsetting transaction with a counterparty or exchange, negotiating an agreement with the derivative counterparty, or novating the position to a third party. The fund's period end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract tables, generally are indicative of the volume of its derivative activity during the period.
13


MFS International Intrinsic Value Portfolio
Notes to Financial Statements (unaudited) - continued
The following table presents, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the fund at June 30, 2021 as reported in the Statement of Assets and Liabilities:
    Fair Value  
Risk Derivative Contracts Asset Derivatives  
Foreign Exchange Forward Foreign Currency Exchange Contracts $2,744,688  
The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Forward Foreign
Currency
Exchange
Contracts
Foreign Exchange $243,222
The following table presents, by major type of derivative contract, the change in unrealized appreciation or depreciation on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Forward Foreign
Currency
Exchange
Contracts
Foreign Exchange $3,972,368
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain, but not all, uncleared derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an ISDA Master Agreement on a bilateral basis. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the ISDA Master Agreement, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each agreement to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
Collateral and margin requirements differ by type of derivative. For cleared derivatives (e.g., futures contracts, cleared swaps, and exchange-traded options), margin requirements are set by the clearing broker and the clearing house and collateral, in the form of cash or securities, is posted by the fund directly with the clearing broker. Collateral terms are counterparty agreement specific for uncleared derivatives (e.g., forward foreign currency exchange contracts, uncleared swap agreements, and uncleared options) and collateral, in the form of cash and securities, is held in segregated accounts with the fund's custodian in connection with these agreements. For derivatives traded under an ISDA Master Agreement, which contains a collateral support annex, the collateral requirements are netted across all transactions traded under such counterparty-specific agreement and an amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated or delivered to cover the fund's collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as restricted cash for uncleared derivatives and/or deposits with brokers for cleared derivatives. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments. The fund may be required to make payments of interest on uncovered collateral or margin obligations with the broker. Any such payments are included in “Miscellaneous” expense in the Statement of Operations.
Forward Foreign Currency Exchange Contracts — The fund entered into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. These contracts may be used to hedge the fund’s currency risk or for non-hedging purposes. For hedging purposes, the fund may enter into contracts to deliver or receive foreign currency that the fund will receive from or use in its normal investment activities. The fund may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate movements. For non-hedging purposes, the fund may enter into contracts with the intent of changing the relative exposure of the fund’s portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.
Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on forward foreign currency exchange contracts.
14


MFS International Intrinsic Value Portfolio
Notes to Financial Statements (unaudited) - continued
Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of counterparties to meet the terms of their contracts. Generally, the fund’s maximum risk due to counterparty credit risk is the unrealized gain on the contract due to the use of Continuous Linked Settlement, a multicurrency cash settlement system for the centralized settlement of foreign transactions. This risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Security Loans — Under its Securities Lending Agency Agreement with the fund, State Street Bank and Trust Company, as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. Security loans can be terminated at the discretion of either the lending agent or the fund and the related securities must be returned within the earlier of the standard trade settlement period for such securities or within three business days. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the market value of the securities loaned. On loans collateralized by cash, the cash collateral is invested in a money market fund. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. The lending agent provides the fund with indemnification against Borrower default. In the event of Borrower default, the lending agent will, for the benefit of the fund, either purchase securities identical to those loaned or, when such purchase is commercially impracticable, pay the fund the market value of the loaned securities. In return, the lending agent assumes the fund's rights to the related collateral. If the collateral value is less than the cost to purchase identical securities, the lending agent is responsible for the shortfall, but only to the extent that such shortfall is not due to a decline in collateral value resulting from collateral reinvestment for which the fund bears the risk of loss. At period end, the fund had investment securities on loan, all of which were classified as equity securities in the fund’s Portfolio of Investments, with a fair value of $777,388. The fair value of the fund’s investment securities on loan is presented gross in the Statement of Assets and Liabilities. These loans were collateralized by U.S. Treasury Obligations of $823,383 held by the lending agent. The collateral on securities loaned exceeded the value of securities on loan at period end. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the remainder is allocated between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is separately reported in the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
15


MFS International Intrinsic Value Portfolio
Notes to Financial Statements (unaudited) - continued
Book/tax differences primarily relate to wash sale loss deferrals and derivative transactions.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $12,548,204
Long-term capital gains 25,588,426
Total distributions $38,136,630
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $999,714,455
Gross appreciation 617,048,786
Gross depreciation (18,231,645)
Net unrealized appreciation (depreciation) $598,817,141
As of 12/31/20  
Undistributed ordinary income 3,610,364
Undistributed long-term capital gain 42,184,350
Other temporary differences 270,681
Net unrealized appreciation (depreciation) 569,364,962
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $8,702,058
Service Class   29,434,572
Total $—   $38,136,630
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.90%
In excess of $1 billion and up to $2 billion 0.80%
In excess of $2 billion 0.70%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $91,176, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.85% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.90% of average daily net assets for the Initial Class shares and 1.15% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, the fund’s actual operating expenses did not exceed the limit and therefore, the investment adviser did not pay any portion of the fund’s expenses related to this agreement.
16


MFS International Intrinsic Value Portfolio
Notes to Financial Statements (unaudited) - continued
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $21,354, which equated to 0.0028% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $855.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0135% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $123,258,016 and $85,509,785, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 884,257 $30,974,633   1,545,411 $46,930,881
Service Class 2,949,632 101,573,912   4,685,053 136,442,604
  3,833,889 $132,548,545   6,230,464 $183,373,485
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   262,777 $8,408,861
Service Class   934,431 29,434,572
  $—   1,197,208 $37,843,433
Shares reacquired          
Initial Class (1,037,451) $(36,518,032)   (2,732,208) $(81,847,531)
Service Class (2,099,109) (73,219,505)   (7,040,629) (206,071,179)
  (3,136,560) $(109,737,537)   (9,772,837) $(287,918,710)
17


MFS International Intrinsic Value Portfolio
Notes to Financial Statements (unaudited) - continued
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Net change          
Initial Class (153,194) $(5,543,399)   (924,020) $(26,507,789)
Service Class 850,523 28,354,407   (1,421,145) (40,194,003)
  697,329 $22,811,008   (2,345,165) $(66,701,792)
The fund is one of several mutual funds in which certain MFS funds may invest. The MFS funds do not invest in the underlying funds for the purpose of exercising management or control. At the end of the period, the MFS Moderate Allocation Portfolio, the MFS Growth Allocation Portfolio, and the MFS Conservative Allocation Portfolio were the owners of record of approximately 3%, 1%, and 1%, respectively, of the value of outstanding voting shares of the fund.
Effective at the close of business on October 16, 2017, the fund is closed to new investors subject to certain exceptions. Please see the fund’s prospectus for details.
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $2,814 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $42,517,675 $80,037,983 $84,908,352 $1 $(1) $37,647,306
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $10,217 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
18


MFS International Intrinsic Value Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
19


MFS International Intrinsic Value Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
20



Semiannual Report
June 30, 2021
MFS®  Massachusetts Investors
Growth Stock Portfolio
MFS® Variable Insurance Trust II
MIS-SEM


MFS® Massachusetts Investors Growth Stock Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Massachusetts Investors Growth Stock Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Massachusetts Investors Growth Stock Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Microsoft Corp. 10.8%
Alphabet, Inc., “A” 8.4%
Apple, Inc. 4.6%
Accenture PLC, “A” 3.8%
Visa, Inc., “A” 3.0%
Aon PLC 2.6%
Colgate-Palmolive Co. 2.5%
Boston Scientific Corp. 2.4%
Fiserv, Inc. 2.3%
Electronic Arts, Inc. 2.1%
 
GICS equity sectors (g)
Information Technology 34.4%
Health Care 15.7%
Communication Services 12.7%
Consumer Discretionary 11.8%
Financials 8.0%
Consumer Staples 7.0%
Industrials 6.1%
Real Estate 2.0%
Materials 1.4%
Utilities 0.6%
(g) The Global Industry Classification Standard (GICS®) was developed by and/or is the exclusive property of MSCI, Inc. and S&P Global Market Intelligence Inc. (“S&P Global Market Intelligence”). GICS is a service mark of MSCI and S&P Global Market Intelligence and has been licensed for use by MFS. MFS has applied its own internal sector/industry classification methodology for equity securities and non-equity securities that are unclassified by GICS.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Massachusetts Investors Growth Stock Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.77% $1,000.00 $1,124.10 $4.06
Hypothetical (h) 0.77% $1,000.00 $1,020.98 $3.86
Service Class Actual 1.02% $1,000.00 $1,122.82 $5.37
Hypothetical (h) 1.02% $1,000.00 $1,019.74 $5.11
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS Massachusetts Investors Growth Stock Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 99.7%
Apparel Manufacturers – 4.6%  
Adidas AG   42,742 $    15,908,870
LVMH Moet Hennessy Louis Vuitton SE   16,966     13,303,661
NIKE, Inc., “B”   146,872     22,690,255
            $51,902,786
Brokerage & Asset Managers – 2.9%  
Blackstone Group, Inc.   91,083 $     8,847,803
Charles Schwab Corp.   320,893     23,364,219
            $32,212,022
Business Services – 10.5%  
Accenture PLC, “A”   144,977 $    42,737,770
Cognizant Technology Solutions Corp., “A”   109,054      7,553,080
Equifax, Inc.   66,948     16,034,716
Fidelity National Information Services, Inc.   114,541     16,227,023
Fiserv, Inc. (a)   239,907     25,643,659
Verisk Analytics, Inc., “A”   60,456     10,562,872
           $118,759,120
Cable TV – 1.2%  
Charter Communications, Inc., “A” (a)   19,025 $    13,725,586
Computer Software – 10.8%  
Microsoft Corp.   450,341 $   121,997,377
Computer Software - Systems – 4.6%  
Apple, Inc.   377,543 $    51,708,289
Construction – 2.6%  
Otis Worldwide Corp.   168,224 $    13,755,677
Sherwin-Williams Co.   57,283     15,606,753
            $29,362,430
Consumer Products – 5.3%  
Church & Dwight Co., Inc.   176,610 $    15,050,704
Colgate-Palmolive Co.   351,512     28,595,501
Estee Lauder Cos., Inc., “A”   50,979     16,215,401
            $59,861,606
Electrical Equipment – 4.7%  
Amphenol Corp., “A”   338,672 $    23,168,552
Fortive Corp.   190,706     13,299,836
TE Connectivity Ltd.   122,316     16,538,346
            $53,006,734
Electronics – 3.1%  
Analog Devices, Inc.   74,911 $    12,896,678
Taiwan Semiconductor Manufacturing Co. Ltd., ADR   75,037      9,016,446
Texas Instruments, Inc.   68,377     13,148,897
            $35,062,021
Food & Beverages – 1.7%  
PepsiCo, Inc.   129,208 $    19,144,749
General Merchandise – 1.8%  
Dollarama, Inc.   435,380 $    19,928,575
Issuer     Shares/Par Value ($)
Common Stocks – continued
Health Maintenance Organizations – 0.9%  
Cigna Corp.   44,166 $    10,470,434
Insurance – 4.1%  
Aon PLC   121,215 $    28,941,294
Marsh & McLennan Cos., Inc.   121,546     17,099,091
            $46,040,385
Internet – 11.4%  
Alibaba Group Holding Ltd. (a)   805,772 $    22,831,400
Alphabet, Inc., “A” (a)   38,907     95,002,724
Tencent Holdings Ltd.   141,300     10,628,028
           $128,462,152
Leisure & Toys – 2.1%  
Electronic Arts, Inc.   164,180 $    23,614,009
Medical & Health Technology & Services – 1.5%  
ICON PLC (a)   35,776 $     7,395,257
PRA Health Sciences, Inc. (a)   57,814      9,551,451
            $16,946,708
Medical Equipment – 12.9%  
Abbott Laboratories   93,086 $    10,791,460
Agilent Technologies, Inc.   92,299     13,642,715
Becton, Dickinson and Co.   77,821     18,925,289
Boston Scientific Corp. (a)   638,731     27,312,138
Danaher Corp.   63,554     17,055,351
Medtronic PLC   87,004     10,799,807
STERIS PLC   59,606     12,296,718
Stryker Corp.   81,060     21,053,714
Thermo Fisher Scientific, Inc.   27,354     13,799,272
           $145,676,464
Other Banks & Diversified Financials – 5.3%  
Mastercard, Inc., “A”   36,255 $    13,236,338
Moody's Corp.   34,281     12,422,406
Visa, Inc., “A”   144,667     33,826,038
            $59,484,782
Pharmaceuticals – 0.4%  
Roche Holding AG   11,168 $     4,207,086
Railroad & Shipping – 1.3%  
Union Pacific Corp.   67,248 $    14,789,853
Restaurants – 1.3%  
Starbucks Corp.   133,693 $    14,948,214
Specialty Stores – 2.1%  
Ross Stores, Inc.   98,791 $    12,250,084
TJX Cos., Inc.   169,454     11,424,589
            $23,674,673
Telecommunications - Wireless – 2.0%  
American Tower Corp., REIT   85,489 $    23,093,998
 
4


MFS Massachusetts Investors Growth Stock Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Utilities - Electric Power – 0.6%  
Xcel Energy, Inc.   107,521 $     7,083,483
Total Common Stocks (Identified Cost, $520,082,950)   $1,125,163,536
Investment Companies (h) – 0.4%
Money Market Funds – 0.4%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $3,861,009)     3,861,009 $     3,861,009
Other Assets, Less Liabilities – (0.1)%         (634,176)
Net Assets – 100.0% $1,128,390,369
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $3,861,009 and $1,125,163,536, respectively.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
REIT Real Estate Investment Trust
See Notes to Financial Statements
5


MFS Massachusetts Investors Growth Stock Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $520,082,950) $1,125,163,536
Investments in affiliated issuers, at value (identified cost, $3,861,009) 3,861,009
Receivables for  
Fund shares sold 481,814
Dividends 568,904
Other assets 3,870
Total assets $1,130,079,133
Liabilities  
Payables for  
Fund shares reacquired $1,512,731
Payable to affiliates  
Investment adviser 44,965
Administrative services fee 866
Shareholder servicing costs 192
Distribution and/or service fees 6,192
Accrued expenses and other liabilities 123,818
Total liabilities $1,688,764
Net assets $1,128,390,369
Net assets consist of  
Paid-in capital $314,963,454
Total distributable earnings (loss) 813,426,915
Net assets $1,128,390,369
Shares of beneficial interest outstanding 40,332,419
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $677,640,084 24,059,091 $28.17
Service Class 450,750,285 16,273,328 27.70
See Notes to Financial Statements
6


MFS Massachusetts Investors Growth Stock Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $5,561,369
Other 15,279
Dividends from affiliated issuers 1,675
Foreign taxes withheld (75,930)
Total investment income $5,502,393
Expenses  
Management fee $4,008,468
Distribution and/or service fees 539,309
Shareholder servicing costs 18,301
Administrative services fee 74,625
Independent Trustees' compensation 8,009
Custodian fee 27,125
Shareholder communications 27,759
Audit and tax fees 29,223
Legal fees 3,720
Miscellaneous 16,657
Total expenses $4,753,196
Reduction of expenses by investment adviser (64,683)
Net expenses $4,688,513
Net investment income (loss) $813,880
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $60,778,313
Foreign currency 10,439
Net realized gain (loss) $60,788,752
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $65,808,036
Affiliated issuers (1)
Translation of assets and liabilities in foreign currencies (5,425)
Net unrealized gain (loss) $65,802,610
Net realized and unrealized gain (loss) $126,591,362
Change in net assets from operations $127,405,242
See Notes to Financial Statements
7


MFS Massachusetts Investors Growth Stock Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $813,880 $1,639,300
Net realized gain (loss) 60,788,752 146,310,591
Net unrealized gain (loss) 65,802,610 52,925,899
Change in net assets from operations $127,405,242 $200,875,790
Total distributions to shareholders $— $(96,440,810)
Change in net assets from fund share transactions $(68,570,648) $(40,476,255)
Total change in net assets $58,834,594 $63,958,725
Net assets    
At beginning of period 1,069,555,775 1,005,597,050
At end of period $1,128,390,369 $1,069,555,775
See Notes to Financial Statements
8


MFS Massachusetts Investors Growth Stock Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $25.06 $22.58 $17.60 $18.60 $15.38 $16.38
Income (loss) from investment operations            
Net investment income (loss) (d) $0.03 $0.06 $0.11 $0.13 $0.11 $0.11(c)
Net realized and unrealized gain (loss) 3.08 4.80 6.71 0.16 4.16 0.95
Total from investment operations $3.11 $4.86 $6.82 $0.29 $4.27 $1.06
Less distributions declared to shareholders            
From net investment income $— $(0.11) $(0.13) $(0.12) $(0.12) $(0.10)
From net realized gain (2.27) (1.71) (1.17) (0.93) (1.96)
Total distributions declared to shareholders $— $(2.38) $(1.84) $(1.29) $(1.05) $(2.06)
Net asset value, end of period (x) $28.17 $25.06 $22.58 $17.60 $18.60 $15.38
Total return (%) (k)(r)(s)(x) 12.41(n) 22.53 39.95 0.81 28.42 6.08(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.78(a) 0.79 0.79 0.80 0.81 0.78(c)
Expenses after expense reductions (f) 0.77(a) 0.78 0.78 0.79 0.80 0.77(c)
Net investment income (loss) 0.25(a) 0.27 0.51 0.65 0.66 0.70(c)
Portfolio turnover 9(n) 33 22 23 21 24
Net assets at end of period (000 omitted) $677,640 $641,267 $603,369 $493,783 $562,471 $500,924
    
See Notes to Financial Statements
9


MFS Massachusetts Investors Growth Stock Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $24.67 $22.27 $17.38 $18.38 $15.21 $16.22
Income (loss) from investment operations            
Net investment income (loss) (d) $0.00(w) $0.00(w) $0.05 $0.08 $0.07 $0.07(c)
Net realized and unrealized gain (loss) 3.03 4.72 6.62 0.16 4.10 0.94
Total from investment operations $3.03 $4.72 $6.67 $0.24 $4.17 $1.01
Less distributions declared to shareholders            
From net investment income $— $(0.05) $(0.07) $(0.07) $(0.07) $(0.06)
From net realized gain (2.27) (1.71) (1.17) (0.93) (1.96)
Total distributions declared to shareholders $— $(2.32) $(1.78) $(1.24) $(1.00) $(2.02)
Net asset value, end of period (x) $27.70 $24.67 $22.27 $17.38 $18.38 $15.21
Total return (%) (k)(r)(s)(x) 12.28(n) 22.20 39.58 0.58 28.10 5.84(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.03(a) 1.04 1.04 1.05 1.06 1.03(c)
Expenses after expense reductions (f) 1.02(a) 1.03 1.03 1.04 1.05 1.02(c)
Net investment income (loss) 0.00(a) 0.02 0.26 0.40 0.41 0.45(c)
Portfolio turnover 9(n) 33 22 23 21 24
Net assets at end of period (000 omitted) $450,750 $428,289 $402,228 $319,950 $369,950 $328,673
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(w) Per share amount was less than $0.01.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
10


MFS Massachusetts Investors Growth Stock Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Massachusetts Investors Growth Stock Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share.
Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally
11


MFS Massachusetts Investors Growth Stock Portfolio
Notes to Financial Statements (unaudited) - continued
traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities $1,125,163,536 $— $— $1,125,163,536
Mutual Funds 3,861,009 3,861,009
Total $1,129,024,545 $— $— $1,129,024,545
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any,
12


MFS Massachusetts Investors Growth Stock Portfolio
Notes to Financial Statements (unaudited) - continued
have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to wash sale loss deferrals.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $9,714,474
Long-term capital gains 86,726,336
Total distributions $96,440,810
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $524,153,209
Gross appreciation 606,240,789
Gross depreciation (1,369,453)
Net unrealized appreciation (depreciation) $604,871,336
As of 12/31/20  
Undistributed ordinary income 6,111,511
Undistributed long-term capital gain 142,415,273
Other temporary differences 11,442
Net unrealized appreciation (depreciation) 537,483,447
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $58,026,955
Service Class   38,413,855
Total $—   $96,440,810
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.75%
In excess of $1 billion 0.65%
13


MFS Massachusetts Investors Growth Stock Portfolio
Notes to Financial Statements (unaudited) - continued
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $64,683, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.73% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.82% of average daily net assets for the Initial Class shares and 1.07% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, the fund’s actual operating expenses did not exceed the limit and therefore, the investment adviser did not pay any portion of the fund’s expenses related to this agreement.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $17,589, which equated to 0.0033% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $712.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0138% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
The adviser has voluntarily undertaken to reimburse the fund from its own resources on a quarterly basis for the cost of investment research embedded in the cost of the fund’s securities trades. This agreement may be rescinded at any time. For the six months ended June 30, 2021, this reimbursement amounted to $15,151, which is included in “Other” income in the Statement of Operations.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $97,215,937 and $159,627,312, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
14


MFS Massachusetts Investors Growth Stock Portfolio
Notes to Financial Statements (unaudited) - continued
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 137,383 $3,673,721   536,906 $11,499,519
Service Class 341,767 8,847,461   1,322,375 28,371,478
  479,150 $12,521,182   1,859,281 $39,870,997
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   2,538,362 $58,026,955
Service Class   1,705,766 38,413,855
  $—   4,244,128 $96,440,810
Shares reacquired          
Initial Class (1,672,176) $(44,165,786)   (4,205,948) $(94,166,872)
Service Class (1,428,672) (36,926,044)   (3,730,825) (82,621,190)
  (3,100,848) $(81,091,830)   (7,936,773) $(176,788,062)
Net change          
Initial Class (1,534,793) $(40,492,065)   (1,130,680) $(24,640,398)
Service Class (1,086,905) (28,078,583)   (702,684) (15,835,857)
  (2,621,698) $(68,570,648)   (1,833,364) $(40,476,255)
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $2,015 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $8,618,176 $78,577,642 $83,334,808 $— $(1) $3,861,009
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $1,675 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple
15


MFS Massachusetts Investors Growth Stock Portfolio
Notes to Financial Statements (unaudited) - continued
surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
16


MFS Massachusetts Investors Growth Stock Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
17


MFS Massachusetts Investors Growth Stock Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
18



Semiannual Report
June 30, 2021
MFS®  Research
International Portfolio
MFS® Variable Insurance Trust II
RSS-SEM


MFS® Research International Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Research International Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Research International Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Roche Holding AG 3.1%
Nestle S.A. 3.0%
Novo Nordisk A.S., “B” 2.5%
Schneider Electric SE 2.5%
LVMH Moet Hennessy Louis Vuitton SE 2.4%
Linde PLC 2.4%
AIA Group Ltd. 1.8%
Hitachi Ltd. 1.8%
Diageo PLC 1.8%
Aon PLC 1.7%
Global equity sectors (k)
Capital Goods 24.2%
Financial Services 20.1%
Technology 13.7%
Health Care 11.9%
Consumer Cyclicals 10.8%
Consumer Staples 9.1%
Energy 6.1%
Telecommunications/Cable Television 3.3%
Issuer country weightings (x)
Japan 20.1%
Switzerland 12.8%
France 10.3%
Germany 9.2%
United States 8.1%
United Kingdom 7.9%
Hong Kong 4.9%
Netherlands 4.8%
China 3.9%
Other Countries 18.0%
Currency exposure weightings (y)
Euro 31.7%
Japanese Yen 20.1%
Swiss Franc 12.8%
British Pound Sterling 8.5%
Hong Kong Dollar 7.8%
United States Dollar 6.3%
Danish Krone 3.0%
Australian Dollar 2.7%
Canadian Dollar 2.0%
Other Currencies 5.1%
 
(k) The sectors set forth above and the associated portfolio composition are based on MFS’ own custom sector classification methodology.
(o) Less than 0.1%.
(x) Represents the portfolio’s exposure to issuer countries as a percentage of a portfolio’s net assets. For purposes of this presentation, United States includes Cash & Cash Equivalents and Other.
(y) Represents the portfolio’s exposure to a particular currency as a percentage of a portfolio's net assets. For purposes of this presentation, United States Dollar includes Cash & Cash Equivalents.
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Other includes equivalent exposure from currency derivatives and/or any offsets to derivative positions and may be negative.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Research International Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.95% $1,000.00 $1,075.52 $4.89
Hypothetical (h) 0.95% $1,000.00 $1,020.08 $4.76
Service Class Actual 1.21% $1,000.00 $1,074.30 $6.22
Hypothetical (h) 1.21% $1,000.00 $1,018.79 $6.06
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
3


MFS Research International Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 99.2%
Aerospace & Defense – 0.5%  
MTU Aero Engines Holding AG   9,969 $   2,469,353
Airlines – 0.5%  
Ryanair Holdings PLC, ADR (a)   22,101 $   2,391,549
Alcoholic Beverages – 1.8%  
Diageo PLC   190,874 $   9,138,286
Apparel Manufacturers – 4.9%  
Adidas AG   18,549 $   6,904,067
Burberry Group PLC   60,556    1,730,629
Compagnie Financiere Richemont S.A.   34,131    4,129,657
LVMH Moet Hennessy Louis Vuitton SE   15,841 12,421,507
        $25,185,860
Automotive – 2.8%  
Bridgestone Corp. (l)   66,800 $   3,039,507
Continental AG   23,592    3,468,244
Koito Manufacturing Co. Ltd.   67,000    4,167,334
Toyota Industries Corp.   41,000    3,546,604
        $14,221,689
Brokerage & Asset Managers – 2.1%  
Euronext N.V.   60,300 $   6,556,617
Hong Kong Exchanges & Clearing Ltd.   68,400    4,077,061
        $10,633,678
Business Services – 0.7%  
Nomura Research Institute Ltd.   116,900 $   3,867,028
Computer Software – 0.5%  
Cadence Design Systems, Inc. (a)   20,224 $   2,767,048
Computer Software - Systems – 6.2%  
Amadeus IT Group S.A. (a)   59,412 $   4,178,963
Constellation Software, Inc.   2,205    3,339,536
EPAM Systems, Inc. (a)   9,430    4,818,353
Fujitsu Ltd.   34,300    6,421,891
Hitachi Ltd.   163,200    9,344,392
Samsung Electronics Co. Ltd.   52,786    3,782,649
        $31,885,784
Construction – 1.3%  
Techtronic Industries Co. Ltd.   376,000 $   6,566,671
Consumer Products – 1.6%  
Kao Corp.   61,600 $   3,789,874
Reckitt Benckiser Group PLC   53,370    4,722,695
           $8,512,569
Consumer Services – 1.1%  
51job, Inc., ADR (a)   22,936 $   1,783,733
Carsales.com Ltd.   84,697    1,255,126
Persol Holdings Co. Ltd.   73,800    1,458,130
SEEK Ltd.   50,557    1,256,511
           $5,753,500
Issuer     Shares/Par Value ($)
Common Stocks – continued
Containers – 0.8%  
Brambles Ltd.   453,313 $   3,889,167
Electrical Equipment – 3.7%  
Legrand S.A.   58,423 $   6,183,493
Schneider Electric SE   82,553 12,987,678
        $19,171,171
Electronics – 2.4%  
Kyocera Corp.   50,400 $   3,115,776
NXP Semiconductors N.V.   23,255    4,784,019
Taiwan Semiconductor Manufacturing Co. Ltd.   201,804    4,309,498
        $12,209,293
Energy - Independent – 0.4%  
Oil Search Ltd.   717,628 $   2,050,486
Energy - Integrated – 1.9%  
Cairn Energy PLC   720,580 $   1,452,306
Eni S.p.A.   212,094    2,582,807
Galp Energia SGPS S.A., “B”   309,815    3,362,108
Idemitsu Kosan Co. Ltd.   105,500    2,547,878
           $9,945,099
Food & Beverages – 4.0%  
Danone S.A.   69,538 $   4,895,335
Nestle S.A.   125,098 15,578,267
        $20,473,602
Food & Drug Stores – 0.3%  
Sugi Holdings Co. Ltd.   24,900 $   1,815,473
Gaming & Lodging – 0.7%  
Flutter Entertainment PLC (a)   19,307 $   3,510,684
Insurance – 4.9%  
AIA Group Ltd.   753,200 $   9,361,282
Aon PLC   37,635    8,985,733
Beazley PLC (a)   148,677      683,630
Hiscox Ltd. (a)   159,520    1,835,042
Zurich Insurance Group AG   11,312    4,538,248
        $25,403,935
Internet – 3.9%  
NAVER Corp.   12,841 $   4,760,572
NetEase.com, Inc., ADR   62,521    7,205,545
Scout24 AG   36,604    3,086,835
Tencent Holdings Ltd.   64,700    4,866,479
        $19,919,431
Leisure & Toys – 0.9%  
Naspers Ltd.   11,890 $   2,496,392
Yamaha Corp.   39,400    2,138,548
           $4,634,940
 
4


MFS Research International Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Machinery & Tools – 6.1%  
Daikin Industries Ltd.   37,400 $   6,965,264
GEA Group AG   101,899    4,127,442
Kubota Corp. (l)   290,200    5,869,566
Ritchie Bros. Auctioneers, Inc.   69,245    4,105,207
Schindler Holding AG   16,791    5,135,750
SMC Corp.   9,200    5,436,608
        $31,639,837
Major Banks – 5.3%  
Bank of Ireland Group PLC (a)   131,977 $     706,873
BNP Paribas   127,487    7,992,238
Credit Suisse Group AG   371,132    3,887,610
Mitsubishi UFJ Financial Group, Inc.   895,900    4,839,368
NatWest Group PLC   1,708,451    4,802,226
UBS Group AG   349,454    5,348,034
        $27,576,349
Medical Equipment – 3.3%  
EssilorLuxottica   11,417 $   2,107,009
Koninklijke Philips N.V.   136,963    6,786,859
QIAGEN N.V. (a)   91,070    4,401,520
Terumo Corp.   86,900    3,521,525
        $16,816,913
Metals & Mining – 0.6%  
Glencore PLC   702,814 $   3,008,481
Natural Gas - Distribution – 0.5%  
China Resources Gas Group Ltd.   450,000 $   2,700,823
Natural Gas - Pipeline – 0.8%  
APA Group   236,480 $   1,578,399
TC Energy Corp.   55,124    2,727,740
           $4,306,139
Other Banks & Diversified Financials – 5.1%  
AIB Group PLC (a)   824,969 $   2,125,644
HDFC Bank Ltd.   324,514    6,539,614
ING Groep N.V.   343,783    4,541,118
Julius Baer Group Ltd.   79,737    5,203,480
Macquarie Group Ltd.   32,049    3,759,819
Visa, Inc., “A”   17,155    4,011,182
        $26,180,857
Pharmaceuticals – 8.6%  
Bayer AG   52,646 $   3,196,784
Kyowa Kirin Co. Ltd.   210,000    7,447,680
Novo Nordisk A.S., “B”   156,131 13,080,523
Roche Holding AG   42,670 16,074,173
Santen Pharmaceutical Co. Ltd.   339,200    4,671,461
        $44,470,621
Printing & Publishing – 1.3%  
Wolters Kluwer N.V.   68,754 $   6,906,803
Issuer     Shares/Par Value ($)
Common Stocks – continued
Real Estate – 2.7%  
ESR Cayman Ltd. (a)   759,200 $   2,561,859
Grand City Properties S.A.   199,844    5,398,064
LEG Immobilien SE   41,600    5,990,789
        $13,950,712
Restaurants – 0.7%  
Yum China Holdings, Inc.   51,164 $   3,389,615
Specialty Chemicals – 8.5%  
Akzo Nobel N.V.   52,865 $   6,531,744
Croda International PLC   62,338    6,353,585
Kansai Paint Co. Ltd.   99,500    2,535,528
Linde PLC   42,612 12,295,790
Nitto Denko Corp.   53,800    4,014,600
Sika AG   19,045    6,226,547
Symrise AG   41,362    5,762,787
        $43,720,581
Specialty Stores – 0.4%  
Ocado Group PLC (a)   33,977 $     941,417
ZOZO, Inc.   31,500    1,070,368
           $2,011,785
Telecommunications - Wireless – 2.8%  
Advanced Info Service Public Co. Ltd.   366,500 $   1,955,429
Cellnex Telecom S.A.   51,437    3,276,460
KDDI Corp.   155,400    4,846,852
SoftBank Group Corp.   59,900    4,192,110
        $14,270,851
Telephone Services – 0.5%  
Hellenic Telecommunications Organization S.A.   125,995 $   2,113,990
Tele2 AB, “B” (l)   53,923      734,675
           $2,848,665
Tobacco – 1.7%  
British American Tobacco PLC   151,946 $   5,885,233
Japan Tobacco, Inc. (l)   146,900    2,774,829
           $8,660,062
Utilities - Electric Power – 2.4%  
CLP Holdings Ltd.   266,500 $   2,636,065
E.ON SE   220,446    2,549,636
Iberdrola S.A.   397,852    4,849,621
Orsted A/S (Kingdom of Denmark)   16,713    2,345,217
        $12,380,539
Total Common Stocks (Identified Cost, $387,282,546)   $511,255,929
    
 
5


MFS Research International Portfolio
Portfolio of Investments (unaudited) – continued
Issuer Strike
Price
First
Exercise
Shares/Par Value ($)
Warrants –
0.0%
       
Apparel Manufacturers – 0.0%        
Compagnie Financiere Richemont S.A. (1 share for 2 warrants, Expiration 12/04/23) (a) (Identified Cost, $0) CHF 67.00 11/20/23 72,208 $      48,386
         
Investment Companies (h) – 0.3%
Money Market Funds – 0.3%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $1,745,256)     1,745,256 $   1,745,256
Collateral for Securities Loaned – 0.1%
State Street Navigator Securities Lending Government Money Market Portfolio, 0.02% (j) (Identified Cost, $385,542)     385,542 $     385,542
Other Assets, Less Liabilities – 0.4%      1,827,801
Net Assets – 100.0% $515,262,914
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $1,745,256 and $511,689,857, respectively.      
(j) The rate quoted is the annualized seven-day yield of the fund at period end.      
(l) A portion of this security is on loan. See Note 2 for additional information.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
Abbreviations indicate amounts shown in currencies other than the U.S. dollar. All amounts are stated in U.S. dollars unless otherwise indicated. A list of abbreviations is shown below:
CHF Swiss Franc
See Notes to Financial Statements
6


MFS Research International Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value, including $4,269,526 of securities on loan (identified cost, $387,668,088) $511,689,857
Investments in affiliated issuers, at value (identified cost, $1,745,256) 1,745,256
Foreign currency, at value (identified cost, $233,527) 232,140
Receivables for  
Investments sold 653,664
Fund shares sold 23,506
Interest and dividends 1,899,127
Other assets 2,140
Total assets $516,245,690
Liabilities  
Payables for  
Investments purchased $19,023
Fund shares reacquired 262,737
Collateral for securities loaned, at value (c) 385,542
Payable to affiliates  
Investment adviser 25,268
Administrative services fee 431
Shareholder servicing costs 101
Distribution and/or service fees 1,810
Deferred country tax expense payable 167,608
Accrued expenses and other liabilities 120,256
Total liabilities $982,776
Net assets $515,262,914
Net assets consist of  
Paid-in capital $356,209,763
Total distributable earnings (loss) 159,053,151
Net assets $515,262,914
Shares of beneficial interest outstanding 26,501,767
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $384,302,812 19,692,704 $19.51
Service Class 130,960,102 6,809,063 19.23
(c) Non-cash collateral is not included.
See Notes to Financial Statements
7


MFS Research International Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $6,944,821
Income on securities loaned 5,577
Dividends from affiliated issuers 1,047
Foreign taxes withheld (687,791)
Total investment income $6,263,654
Expenses  
Management fee $2,260,666
Distribution and/or service fees 155,882
Shareholder servicing costs 9,838
Administrative services fee 37,682
Independent Trustees' compensation 4,164
Custodian fee 52,592
Shareholder communications 14,824
Audit and tax fees 29,842
Legal fees 1,592
Miscellaneous 13,931
Total expenses $2,581,013
Reduction of expenses by investment adviser (30,105)
Net expenses $2,550,908
Net investment income (loss) $3,712,746
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers (net of $9,917 country tax) $3,196,084
Foreign currency 8,075
Net realized gain (loss) $3,204,159
Change in unrealized appreciation or depreciation  
Unaffiliated issuers (net of $3,694 increase in deferred country tax) $30,155,206
Translation of assets and liabilities in foreign currencies (50,032)
Net unrealized gain (loss) $30,105,174
Net realized and unrealized gain (loss) $33,309,333
Change in net assets from operations $37,022,079
See Notes to Financial Statements
8


MFS Research International Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $3,712,746 $4,289,206
Net realized gain (loss) 3,204,159 24,915,531
Net unrealized gain (loss) 30,105,174 24,197,204
Change in net assets from operations $37,022,079 $53,401,941
Total distributions to shareholders $— $(22,406,392)
Change in net assets from fund share transactions $(11,744,481) $2,253,946
Total change in net assets $25,277,598 $33,249,495
Net assets    
At beginning of period 489,985,316 456,735,821
At end of period $515,262,914 $489,985,316
See Notes to Financial Statements
9


MFS Research International Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $18.14 $16.96 $14.07 $17.05 $13.54 $13.85
Income (loss) from investment operations            
Net investment income (loss) (d) $0.14 $0.17 $0.31 $0.25 $0.22 $0.25(c)
Net realized and unrealized gain (loss) 1.23 1.92 3.51 (2.56) 3.59 (0.34)
Total from investment operations $1.37 $2.09 $3.82 $(2.31) $3.81 $(0.09)
Less distributions declared to shareholders            
From net investment income $— $(0.34) $(0.24) $(0.25) $(0.30) $(0.22)
From net realized gain (0.57) (0.69) (0.42)
Total distributions declared to shareholders $— $(0.91) $(0.93) $(0.67) $(0.30) $(0.22)
Net asset value, end of period (x) $19.51 $18.14 $16.96 $14.07 $17.05 $13.54
Total return (%) (k)(r)(s)(x) 7.55(n) 12.95 28.04 (14.12) 28.29 (0.70)(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.96(a) 0.98 0.99 0.98 1.00 0.95(c)
Expenses after expense reductions (f) 0.95(a) 0.96 0.96 0.97 0.99 0.94(c)
Net investment income (loss) 1.54(a) 1.06 1.99 1.51 1.44 1.87(c)
Portfolio turnover 14(n) 28 24 25 27 41
Net assets at end of period (000 omitted) $384,303 $369,243 $356,291 $302,386 $341,613 $318,753
    
See Notes to Financial Statements
10


MFS Research International Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $17.90 $16.74 $13.90 $16.84 $13.38 $13.68
Income (loss) from investment operations            
Net investment income (loss) (d) $0.12 $0.14 $0.26 $0.21 $0.19 $0.21(c)
Net realized and unrealized gain (loss) 1.21 1.89 3.47 (2.53) 3.52 (0.33)
Total from investment operations $1.33 $2.03 $3.73 $(2.32) $3.71 $(0.12)
Less distributions declared to shareholders            
From net investment income $— $(0.30) $(0.20) $(0.20) $(0.25) $(0.18)
From net realized gain (0.57) (0.69) (0.42)
Total distributions declared to shareholders $— $(0.87) $(0.89) $(0.62) $(0.25) $(0.18)
Net asset value, end of period (x) $19.23 $17.90 $16.74 $13.90 $16.84 $13.38
Total return (%) (k)(r)(s)(x) 7.43(n) 12.71 27.67 (14.32) 27.90 (0.91)(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.22(a) 1.23 1.24 1.23 1.25 1.20(c)
Expenses after expense reductions (f) 1.21(a) 1.21 1.21 1.22 1.24 1.19(c)
Net investment income (loss) 1.30(a) 0.87 1.65 1.27 1.26 1.58(c)
Portfolio turnover 14(n) 28 24 25 27 41
Net assets at end of period (000 omitted) $130,960 $120,742 $100,445 $66,789 $80,634 $83,138
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
11


MFS Research International Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Research International Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Open-end investment companies are generally valued at net asset value per share.
Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments
12


MFS Research International Portfolio
Notes to Financial Statements (unaudited) - continued
and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities $511,304,315 $— $— $511,304,315
Mutual Funds 2,130,798 2,130,798
Total $513,435,113 $— $— $513,435,113
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Security Loans — Under its Securities Lending Agency Agreement with the fund, State Street Bank and Trust Company, as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. Security loans can be terminated at the discretion of either the lending agent or the fund and the related securities must be returned within the earlier of the standard trade settlement period for such securities or within three business days. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the market value of the securities loaned. On loans collateralized by cash, the cash collateral is invested in a money market fund. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. The lending agent provides the fund with indemnification against Borrower default. In the event of Borrower default, the lending agent will, for the benefit of the fund, either purchase securities identical to those loaned or, when such purchase is commercially impracticable, pay the fund the market value of the loaned securities. In return, the lending agent assumes the fund's rights to the related collateral. If the collateral value is less than the cost to purchase identical securities, the lending agent is responsible for the shortfall, but only to the extent that such shortfall is not due to a decline in collateral value resulting from collateral reinvestment for which the fund bears the risk of loss. At period end, the fund had investment securities on loan, all of which were classified as equity securities in the fund's Portfolio of Investments, with a fair value of $4,269,526. The fair value of the fund's investment securities on loan and a related liability of $385,542 for cash collateral received on securities loaned are both presented gross in the Statement of Assets and Liabilities. Additionally, these loans were collateralized by U.S. Treasury Obligations of $4,137,063 held by the lending agent. The collateral on securities loaned exceeded the value of securities on loan at period end. The
13


MFS Research International Portfolio
Notes to Financial Statements (unaudited) - continued
liability for cash collateral for securities loaned is carried at fair value, which is categorized as level 2 within the fair value hierarchy. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the remainder is allocated between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is separately reported in the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to wash sale loss deferrals.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $8,553,340
Long-term capital gains 13,853,052
Total distributions $22,406,392
The federal tax cost and the tax basis components of distributable earnings were as follows:
14


MFS Research International Portfolio
Notes to Financial Statements (unaudited) - continued
As of 6/30/21  
Cost of investments $390,192,187
Gross appreciation 138,846,879
Gross depreciation (15,603,953)
Net unrealized appreciation (depreciation) $123,242,926
As of 12/31/20  
Undistributed ordinary income 6,014,636
Undistributed long-term capital gain 22,895,404
Other temporary differences 37,006
Net unrealized appreciation (depreciation) 93,084,026
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months
ended
6/30/21
  Year
ended
12/31/20
Initial Class $—   $18,500,918
Service Class   3,905,474
Total $—   $22,406,392
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.90%
In excess of $1 billion and up to $2 billion 0.80%
In excess of $2 billion 0.70%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $30,105, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.89% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.96% of average daily net assets for the Initial Class shares and 1.21% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, the fund’s actual operating expenses did not exceed the limit and therefore, the investment adviser did not pay any portion of the fund’s expenses related to this agreement.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
15


MFS Research International Portfolio
Notes to Financial Statements (unaudited) - continued
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $9,271, which equated to 0.0037% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $567.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0150% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
The fund is permitted to engage in purchase and sale transactions with funds and accounts for which MFS serves as investment adviser or sub-adviser (“cross-trades”) pursuant to a policy adopted by the Board of Trustees. This policy has been designed to ensure that cross-trades conducted by the fund comply with Rule 17a-7 under the Investment Company Act of 1940. During the six months ended June 30, 2021, the fund engaged in purchase and sale transactions pursuant to this policy, which amounted to $1,143,393 and $6,243, respectively. The sales transactions resulted in net realized gains (losses) of $(1,699).
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $97,594,111 and $71,008,463, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 1,087,353 $20,235,986   1,877,609 $27,251,600
Service Class 531,947 9,927,907   3,047,104 51,507,599
  1,619,300 $30,163,893   4,924,713 $78,759,199
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   1,129,482 $18,500,918
Service Class   241,377 3,905,474
  $—   1,370,859 $22,406,392
Shares reacquired          
Initial Class (1,751,622) $(33,173,414)   (3,661,504) $(57,937,592)
Service Class (468,851) (8,734,960)   (2,541,987) (40,974,053)
  (2,220,473) $(41,908,374)   (6,203,491) $(98,911,645)
Net change          
Initial Class (664,269) $(12,937,428)   (654,413) $(12,185,074)
Service Class 63,096 1,192,947   746,494 14,439,020
  (601,173) $(11,744,481)   92,081 $2,253,946
16


MFS Research International Portfolio
Notes to Financial Statements (unaudited) - continued
The fund is one of several mutual funds in which certain MFS funds may invest. The MFS funds do not invest in the underlying funds for the purpose of exercising management or control. At the end of the period, the MFS Moderate Allocation Portfolio, the MFS Growth Allocation Portfolio, and the MFS Conservative Allocation Portfolio were the owners of record of approximately 19%, 6%, and 3%, respectively, of the value of outstanding voting shares of the fund.
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $838 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $3,433,184 $83,617,594 $85,305,522 $— $— $1,745,256
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $1,047 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
17


MFS Research International Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
18


MFS Research International Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
19



Semiannual Report
June 30, 2021
MFS®  Income Portfolio
MFS® Variable Insurance Trust II
SIS-SEM


MFS® Income Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Income Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Income Portfolio
Portfolio Composition
Portfolio structure at value (v)
Portfolio structure reflecting equivalent exposure of derivative positions (i)
 
Fixed income sectors (i)
U.S. Treasury Securities 30.9%
Investment Grade Corporates 26.4%
High Yield Corporates 18.2%
Collateralized Debt Obligations 11.7%
Emerging Markets Bonds 10.1%
Commercial Mortgage-Backed Securities 8.3%
Municipal Bonds 3.0%
Asset-Backed Securities 1.2%
Residential Mortgage-Backed Securities 0.7%
U.S. Government Agencies 0.1%
Mortgage-Backed Securities 0.1%
Floating Rate Loans 0.1%
Composition including fixed income credit quality (a)(i)
AAA 5.4%
AA 3.9%
A 11.1%
BBB 33.4%
BB 14.9%
B 8.0%
CCC 2.1%
CC (o) 0.0%
C (o) 0.0%
D (o) 0.0%
U.S. Government 18.7%
Federal Agencies 0.2%
Not Rated 13.1%
Non-Fixed Income 0.3%
Cash & Cash Equivalents 1.2%
Other (12.3)%
Portfolio facts (i)
Average Duration (d) 6.2
Average Effective Maturity (m) 6.9 yrs.
 
(a) For all securities other than those specifically described below, ratings are assigned to underlying securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. If none of the 3 rating agencies above assign a rating, but the security is rated by DBRS Morningstar, then the DBRS Morningstar rating is assigned. If none of the 4 ratings agencies listed above rate the security, but the security is rated by the Kroll Bond Rating Agency (KBRA), then the KBRA rating is assigned. Ratings are shown in the S&P and Fitch scale (e.g., AAA). Securities rated BBB or higher are considered investment grade. All ratings are subject to change. U.S. Government includes securities issued by the U.S. Department of the Treasury. Federal Agencies includes rated and unrated U.S. Agency fixed-income securities, U.S. Agency mortgage-backed securities, and collateralized mortgage obligations of U.S. Agency mortgage-backed securities. Not Rated includes fixed income securities and fixed income derivatives that have not been rated by any rating agency. Non-Fixed Income includes equity securities (including convertible bonds and equity derivatives) and/or commodity-linked derivatives. The fund may or may not have held all of these instruments on this date. The fund is not rated by these agencies.
(d) Duration is a measure of how much a bond’s price is likely to fluctuate with general changes in interest rates, e.g., if rates rise 1.00%, a bond with a 5-year duration is likely to lose about 5.00% of its value due to the interest rate move.
2


MFS Income Portfolio
Portfolio Composition - continued
(i) For purposes of this presentation, the components include the value of securities, and reflect the impact of the equivalent exposure of derivative positions, if any. These amounts may be negative from time to time. Equivalent exposure is a calculated amount that translates the derivative position into a reasonable approximation of the amount of the underlying asset that the portfolio would have to hold at a given point in time to have the same price sensitivity that results from the portfolio’s ownership of the derivative contract. When dealing with derivatives, equivalent exposure is a more representative measure of the potential impact of a position on portfolio performance than value. The bond component will include any accrued interest amounts.
(m) In determining each instrument’s effective maturity for purposes of calculating the fund’s dollar-weighted average effective maturity, MFS uses the instrument’s stated maturity or, if applicable, an earlier date on which MFS believes it is probable that a maturity-shortening device (such as a put, pre-refunding or prepayment) will cause the instrument to be repaid. Such an earlier date can be substantially shorter than the instrument’s stated maturity.
(o) Less than 0.1%.
(v) For purposes of this presentation, market value of fixed income and/or equity derivatives, if any, is included in Cash & Cash Equivalents.
Where the fund holds convertible bonds, they are treated as part of the equity portion of the portfolio.
The fund invests a portion of its assets in the MFS High Yield Pooled Portfolio. Percentages include the indirect exposure to the underlying holdings, including investments in money market funds and Other, of the MFS High Yield Pooled Portfolio and not the direct exposure from investing in the MFS High Yield Pooled Portfolio itself.
Cash & Cash Equivalents includes any direct exposure to cash, direct and indirect exposure to investments in money market funds, cash equivalents, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s direct cash position and other assets and liabilities.
Other includes the direct and indirect equivalent exposure from currency derivatives and/or any offsets to derivative positions and may be negative.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
3


MFS Income Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
In addition to the fees and expenses which the fund bears directly, the fund indirectly bears a pro rata share of the fees and expenses of the MFS High Yield Pooled Portfolio, an underlying MFS Pooled Portfolio in which the fund invests. MFS Pooled Portfolios are mutual funds advised by MFS that do not pay management fees to MFS but do incur investment and operating costs. If these transactional and indirect costs were included, your costs would have been higher.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.75% $1,000.00 $1,001.90 $3.72
Hypothetical (h) 0.75% $1,000.00 $1,021.08 $3.76
Service Class Actual 1.00% $1,000.00 $1,000.00 $4.96
Hypothetical (h) 1.00% $1,000.00 $1,019.84 $5.01
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). In addition to the fees and expenses which the fund bears directly, the fund indirectly bears a pro rata share of the fees and expenses of the underlying funds in which the fund invests. If these indirect costs were included, your costs would have been higher.
4


MFS Income Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Bonds – 83.4%
Aerospace & Defense – 0.8%
Boeing Co., 2.196%, 2/04/2026    $ 202,000 $    203,931
Boeing Co., 2.95%, 2/01/2030      43,000      44,027
Boeing Co., 5.705%, 5/01/2040      34,000      43,788
Boeing Co., 5.805%, 5/01/2050      33,000      44,439
            $336,185
Asset-Backed & Securitized – 21.9%
Allegro CLO Ltd., 2014-1RA, “C”, FLR, 3.186% (LIBOR - 3mo. + 3%), 10/21/2028 (n)   $ 250,000 $    245,690
Allegro CLO Ltd., 2015-1X, “CR”, FLR, 1.825% (LIBOR - 3mo. + 1.65%), 7/25/2027 (n)     250,000     250,061
Arbor Realty Trust, Inc., CLO, 2018-FL1, “A”, FLR, 1.222% (LIBOR - 1mo. + 1.15%), 6/15/2028 (n)     260,000     260,081
Arbor Realty Trust, Inc., CLO, 2019-FL1, “D”, FLR, 2.572% (LIBOR - 1mo. + 2.5%), 5/15/2037 (n)     244,000     243,695
Arbor Realty Trust, Inc., CLO, 2020-FL1, “D”, FLR, 2.574% (LIBOR - 1mo. + 2.45%), 2/15/2035 (n)     232,000     231,410
Arbor Realty Trust, Inc., CLO, 2021-FL1, “D”, FLR, 3.022% (LIBOR - 1mo. + 2.95%), 12/15/2035 (n)     100,000     100,282
AREIT CRE Trust, 2019-CRE3, “D”, FLR, 2.774% (LIBOR - 1mo. + 2.65%), 9/14/2036 (n)     271,000     265,616
Babson CLO Ltd., 2013-IIA, “BR”, FLR, 1.438% (LIBOR - 3mo. + 1.25%), 1/20/2028 (n)     250,000     249,459
Bancorp Commercial Mortgage Trust, 2018-CRE3, “D”, FLR, 2.772% (LIBOR - 1mo. + 2.7%), 1/15/2033 (n)     248,157     246,869
Bancorp Commercial Mortgage Trust, 2018-CRE4, “D”, FLR, 2.172% (LIBOR - 1mo. + 2.1%), 9/15/2035 (n)     200,000     198,321
Bancorp Commercial Mortgage Trust, 2019-CRE5, “D”, FLR, 2.422% (LIBOR - 1mo. + 2.35%), 3/15/2036 (n)     280,000     278,394
Bancorp Commercial Mortgage Trust, 2019-CRE6, “D”, FLR, 2.424% (LIBOR - 1mo. + 2.54%), 9/15/2036 (n)     265,000     263,682
Bayview Financial Revolving Mortgage Loan Trust, FLR, 1.695% (LIBOR - 1mo. + 1.6%), 12/28/2040 (n)     88,289      94,946
BSPRT Issuer Ltd., 2019-FL5, “C”, FLR, 2.072% (LIBOR - 1mo. + 2%), 5/15/2029 (n)     245,000     243,179
Business Jet Securities LLC, 2020-1A, “A”, 2.981%, 11/15/2035 (n)     80,044      81,489
Capital Automotive, 2020-1A, “B1”, REIT, 4.17%, 2/15/2050 (n)     110,227     113,781
CHCP 2021-FL1 Ltd., “C”, FLR, 2.224% (LIBOR - 1mo. + 2.1%), 2/15/2038 (n)     100,000     100,157
Issuer     Shares/Par Value ($)
Bonds – continued
Asset-Backed & Securitized – continued
CLNC Ltd., 2019-FL1, “C”, FLR, 2.524% (LIBOR - 1mo. + 2.4%), 8/20/2035 (n)   $ 265,000 $    263,677
Commercial Mortgage Pass-Through Certificates, 2019-BN24, “A3”, 2.96%, 11/15/2062      134,719     145,014
Commercial Mortgage Pass-Through Certificates, 2020-BN28, “A4”, 1.844%, 3/15/2063      61,262      60,472
Commercial Mortgage Trust, 2015-PC1, “A5”, 3.902%, 7/10/2050      346,107     380,107
Crest Ltd., CDO, 7%, (0.001% cash or 7% PIK) 1/28/2040 (a)(p)     686,262           7
Cutwater Ltd., 2015-1A, “BR”, FLR, 1.983% (LIBOR - 3mo. + 1.8%), 1/15/2029 (n)     250,000     247,085
DT Auto Owner Trust, 2020-1A, “C”, 2.29%, 11/17/2025 (n)     123,000     125,633
Exeter Automobile Receivables Trust, 2020-1A, 2.49%, 1/15/2025 (n)     40,000      40,711
Flagship CLO, 2014-8A, “BRR”, FLR, 1.583% (LIBOR - 3mo. + 1.4%), 1/16/2026 (n)     258,677     258,948
Galaxy CLO Ltd., 2018-29A, “C”, FLR, 1.835% (LIBOR - 3mo. + 1.68%), 11/15/2026 (n)     250,000     250,101
GS Mortgage Securities Trust, 2019-GSA1, “A4”, 3.047%, 11/10/2052      261,722     282,816
Invitation Homes Trust, 2018-SFR1, “C”, FLR, 1.332% (LIBOR - 1mo. + 1.25%), 3/17/2037 (n)     130,000     130,204
Invitation Homes Trust, 2018-SFR2, “A”, FLR, 0.932% (LIBOR - 1mo. + 0.85%), 12/17/2036 (n)     178,480     178,637
KKR Real Estate Financial Trust, Inc., 2018-FL1, “D”, FLR, 2.631% (LIBOR - 1mo. + 2.55%), 6/15/2036 (n)     205,000     205,256
Lehman Brothers Commercial Conduit Mortgage Trust, 1.099%, 2/18/2030 (i)     2,872           0
LoanCore Ltd., 2018-CRE1, “C”, FLR, 2.622% (LIBOR - 1mo. + 2.55%), 5/15/2028 (n)     260,000     258,700
LoanCore Ltd., 2018-CRE1, “C”, FLR, 2.022% (LIBOR - 1mo. + 1.95%), 4/15/2034 (n)     219,150     216,961
LoanCore Ltd., 2019-CRE2, “D”, FLR, 2.522% (LIBOR - 1mo. + 2.45%), 5/15/2036 (n)     209,000     202,751
Man GLG U.S. CLO Ltd., 2018-2A, “BR”, FLR, 2.633% (LIBOR - 3mo. + 2.45%), 10/15/2028      250,000     249,972
MF1 CLO Ltd., 2019-FL2, “A”, FLR, 2.482% (LIBOR - 1mo. + 2.35%), 12/25/2034 (n)     259,000     258,676
 
5


MFS Income Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Asset-Backed & Securitized – continued
MF1 Multi-Family Housing Mortgage Loan Trust, 2020-FL4, “B”, FLR, 2.874% (LIBOR - 1mo. + 2.75%), 11/15/2035 (n)   $ 250,000 $    253,281
Morgan Stanley Capital I Trust, 2017-H1, “A5”, 3.53%, 6/15/2050      187,518     206,953
Palmer Square Loan Funding Ltd., 2020-1A, “B”, FLR, 2.055% (LIBOR - 3mo. + 1.9%), 2/20/2028 (n)     250,000     245,020
Parallel Ltd., 2015-1A, “DR”, FLR, 2.738% (LIBOR - 3mo. + 2.55%), 7/20/2027 (n)     250,000     249,623
Race Point CLO Ltd., 2013-8A, “CR2”, FLR, 2.205% (LIBOR - 3mo. + 2.05%), 2/20/2030 (n)     250,000     250,062
Securitized Term Auto Receivable Trust, 2019-CRTA, “C”, 2.849%, 3/25/2026 (n)     58,526      59,733
UBS Commercial Mortgage Trust, 2017-C1, “A4”, 3.544%, 11/15/2050      251,247     277,969
UBS Commercial Mortgage Trust, 2017-C7, “A4”, 3.679%, 12/15/2050      155,000     170,988
UBS Commercial Mortgage Trust, 2019-C17, “A4”, 2.921%, 9/15/2052      197,844     210,246
Veros Auto Receivables Trust, 2020-1, “A”, 1.67%, 9/15/2023 (n)     28,300      28,369
Wells Fargo Commercial Mortgage Trust, 2019-C54, “A4”, 3.146%, 12/15/2052      167,746     182,507
Wind River CLO Ltd., 2015-2A, “CR”, FLR, 1.883% (LIBOR - 3mo. + 1.7%), 10/15/2027 (n)     250,000     250,459
        $9,608,050
Automotive – 0.7%
Hyundai Capital America, 6.375%, 4/08/2030 (n)   $ 250,000 $    324,107
Broadcasting – 0.2%
Discovery, Inc., 4.65%, 5/15/2050    $ 95,000 $    111,170
Brokerage & Asset Managers – 1.2%
E*TRADE Financial Corp., 4.5%, 6/20/2028    $ 217,000 $    251,237
Intercontinental Exchange, Inc., 2.1%, 6/15/2030      101,000     100,295
Raymond James Financial, 4.65%, 4/01/2030      134,000     160,273
            $511,805
Business Services – 0.6%
Global Payments, Inc., 2.9%, 5/15/2030    $ 120,000 $    125,024
NXP Semiconductors N.V., 3.4%, 5/01/2030 (n)     35,000      38,217
RELX Capital, Inc., 3%, 5/22/2030      76,000      81,199
            $244,440
Issuer     Shares/Par Value ($)
Bonds – continued
Cable TV – 0.9%
Charter Communications Operating LLC/Charter Communications Operating Capital Corp., 3.9%, 6/01/2052    $ 176,000 $    179,204
Time Warner Cable, Inc., 4.5%, 9/15/2042      183,000     203,413
            $382,617
Chemicals – 0.5%
Sasol Financing (USA) LLC, 4.375%, 9/18/2026    $ 200,000 $    206,600
Computer Software – 0.4%
Dell International LLC/EMC Corp., 5.3%, 10/01/2029    $ 149,000 $    179,788
Conglomerates – 0.8%
Westinghouse Air Brake Technologies Corp., 4.95%, 9/15/2028    $ 304,000 $    352,636
Consumer Services – 1.1%
Expedia Group, Inc., 3.25%, 2/15/2030    $ 300,000 $    313,364
Toll Road Investors Partnership II LP, Capital Appreciation, NPFG, 0%, 2/15/2026 (n)     46,000      38,432
Toll Road Investors Partnership II LP, Capital Appreciation, NPFG, 0%, 2/15/2029 (n)     132,000      88,265
Toll Road Investors Partnership II LP, Capital Appreciation, NPFG, 0%, 2/15/2031 (n)     46,000      27,254
            $467,315
Electronics – 0.9%
Broadcom Corp./Broadcom Cayman Finance Ltd., 3.5%, 1/15/2028    $ 245,000 $    268,779
Broadcom, Inc., 4.3%, 11/15/2032      96,000     109,318
            $378,097
Emerging Market Quasi-Sovereign – 1.8%
DAE Funding LLC (United Arab Emirates), 3.375%, 3/20/2028 (n)   $ 200,000 $    204,416
Indian Railway Finance Corp., 2.8%, 2/10/2031 (n)     200,000     193,298
Ipoteka Bank (Republic of Uzbekistan), 5.5%, 11/19/2025      200,000     207,750
Office Cherifien des Phosphates S.A. (Kingdom of Morocco), 3.75%, 6/23/2031 (n)     200,000     201,900
            $807,364
Emerging Market Sovereign – 2.7%
Dominican Republic, 4.875%, 9/23/2032 (n)   $ 150,000 $    154,500
Government of Ukraine, GDP Linked Bond, 1.258%, 5/31/2040      138,000     163,530
Oriental Republic of Uruguay, 8.5%, 3/15/2028    UYU 4,753,000     112,874
Republic of Chile, 5%, 10/01/2028 (n)   CLP 60,000,000      84,956
 
6


MFS Income Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Emerging Market Sovereign – continued
Republic of Cote d'Ivoire, 4.875%, 1/30/2032 (n)   EUR 100,000 $    118,445
Republic of Kenya, 8%, 5/22/2032    $ 200,000     224,990
Republic of North Macedonia, 1.625%, 3/10/2028 (n)   EUR 100,000     116,796
Republic of Romania, 2%, 4/14/2033 (n)     69,000      81,134
Republic of South Africa, 8.25%, 3/31/2032    ZAR 1,732,000     110,763
        $1,167,988
Energy - Independent – 1.3%
Diamondback Energy, Inc., 4.4%, 3/24/2051    $ 60,000 $     67,554
Energean Israel Finance Ltd., 4.875%, 3/30/2026      110,000     112,615
Leviathan Bond Ltd., 6.75%, 6/30/2030 (n)     175,000     197,312
Tengizchevroil Finance Co. International Ltd., 3.25%, 8/15/2030 (n)     200,000     203,620
            $581,101
Energy - Integrated – 0.5%
Eni S.p.A., 4%, 9/12/2023 (n)   $ 200,000 $    213,606
Financial Institutions – 2.2%
AerCap Ireland Capital DAC, 6.5%, 7/15/2025    $ 150,000 $    175,937
AerCap Ireland Capital DAC, 3.65%, 7/21/2027      195,000     208,315
Avolon Holdings Funding Ltd., 3.25%, 2/15/2027 (n)     195,000     201,048
Avolon Holdings Funding Ltd., 2.75%, 2/21/2028 (n)     194,000     191,953
Shriram Transport Finance Co. Ltd., 4.4%, 3/13/2024 (n)     200,000     200,300
            $977,553
Food & Beverages – 1.0%
Anheuser-Busch InBev Worldwide, Inc., 4.439%, 10/06/2048    $ 92,491 $    110,702
Bacardi Ltd., 5.15%, 5/15/2038 (n)     115,000     142,314
Central American Bottling Corp., 5.75%, 1/31/2027 (n)     80,000      83,684
JBS USA Holdings, Inc., 6.5%, 4/15/2029      77,000      86,530
            $423,230
Gaming & Lodging – 1.1%
GLP Capital LP/GLP Financing II, Inc., 4%, 1/15/2030    $ 268,000 $    287,647
GLP Capital LP/GLP Financing II, Inc., 4%, 1/15/2031      45,000      48,487
Marriott International, Inc., 4.625%, 6/15/2030      63,000      72,557
Marriott International, Inc., 2.85%, 4/15/2031      61,000      61,945
            $470,636
Issuer     Shares/Par Value ($)
Bonds – continued
Insurance - Property & Casualty – 1.9%
Allied World Assurance Co. Holdings Ltd., 4.35%, 10/29/2025    $ 310,000 $    340,341
Aon Corp., 4.5%, 12/15/2028      115,000     134,466
Fairfax Financial Holdings Ltd., 4.85%, 4/17/2028      283,000     325,542
Fairfax Financial Holdings Ltd., 3.375%, 3/03/2031 (n)     15,000      15,632
            $815,981
Machinery & Tools – 0.4%
CNH Industrial Capital LLC, 3.85%, 11/15/2027    $ 145,000 $    160,543
Major Banks – 4.1%
Bank of America Corp., 4.271% to 7/23/2028, FLR (LIBOR - 3mo. + 1.31%) to  7/23/2029    $ 61,000 $     70,076
Bank of New York Mellon Corp., 4.7% to 9/20/2025, FLR (CMT - 5yr. + 4.358%) to 9/20/2070      200,000     218,250
Barclays PLC, 4.375%, 1/12/2026      200,000     223,938
Credit Suisse Group AG, 3.091% to 5/14/2031, FLR (SOFR + 1.73%) to 5/14/2032 (n)     250,000     257,563
HSBC Holdings PLC, 4.7% to 9/09/2031, FLR (CMT - 1yr. + 3.25%) to 9/09/2169      200,000     207,500
JPMorgan Chase & Co., 2.956% to 5/13/2030, FLR (SOFR + 2.515%) to 5/13/2031      81,000      85,091
JPMorgan Chase & Co., 3.882% to 7/24/2037, FLR (LIBOR - 3mo. + 1.36%) to 7/24/2038      83,000      95,613
UBS Group AG, 4.375% to 2/10/2031, FLR (CMT - 1yr. + 3.313%) to 8/10/2069 (n)     400,000     408,680
UBS Group Funding (Switzerland) AG, 4.253%, 3/23/2028 (n)     215,000     243,254
        $1,809,965
Medical & Health Technology & Services – 1.9%
New York Society for the Relief of the Ruptured & Crippled, 2.667%, 10/01/2050    $ 232,000 $    217,229
ProMedica Toledo Hospital, “B”, 5.325%, 11/15/2028      239,000     282,120
ProMedica Toledo Hospital, “B”, AGM, 5.75%, 11/15/2038      89,000     108,335
Tower Health, 4.451%, 2/01/2050      270,000     228,150
            $835,834
Metals & Mining – 0.7%
Anglo American Capital PLC, 2.875%, 3/17/2031 (n)   $ 200,000 $    204,454
Glencore Funding LLC, 2.85%, 4/27/2031 (n)     88,000      89,490
            $293,944
 
7


MFS Income Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
Midstream – 2.8%
Cheniere Corpus Christi Holdings LLC, 3.7%, 11/15/2029    $ 263,000 $    287,270
Enbridge, Inc., 3.125%, 11/15/2029      150,000     160,636
Enbridge, Inc., 2.5%, 8/01/2033      170,000     170,016
Galaxy Pipeline Assets Bidco Ltd., 2.625%, 3/31/2036 (n)     200,000     196,184
MPLX LP, 4.5%, 4/15/2038      199,000     228,344
Plains All American Pipeline LP, 3.8%, 9/15/2030      135,000     144,458
Sabine Pass Liquefaction LLC, 4.5%, 5/15/2030      53,000      61,165
        $1,248,073
Mortgage-Backed – 0.1%  
Fannie Mae, 6.5%, 4/01/2032    $ 12,074 $     13,898
Fannie Mae, 3%, 2/25/2033 (i)     45,576       4,492
Fannie Mae, 5.5%, 9/01/2034      7,630       8,819
             $27,209
Municipals – 3.0%
Bridgeview, IL, Stadium and Redevelopment Projects, AAC, 5.14%, 12/01/2036    $ 195,000 $    206,194
Escambia County, FL, Health Facilities Authority Rev. (Baptist Health Care Corp.), “B”, AGM, 3.607%, 8/15/2040      270,000     276,871
New Jersey Economic Development Authority State Pension Funding Rev., “A”, NPFG, 7.425%, 2/15/2029      177,000     229,541
New Jersey Economic Development Authority State Pension Funding Rev., Capital Appreciation, “B”, AGM, 0%, 2/15/2023      350,000     347,866
Puerto Rico Electric Power Authority Rev., “A”, 5%, 7/01/2042 (a)(d)     5,000       4,850
Puerto Rico Electric Power Authority Rev., “ZZ”, 5%, 7/01/2018 (a)(d)     75,000      72,000
Puerto Rico Sales Tax Financing Corp., Restructured Sales Tax Rev., Capital Appreciation, “2019A-1”, 4.55%, 7/01/2040      174,000     179,213
        $1,316,535
Natural Gas - Distribution – 0.5%
ENN Clean Energy International Investment Ltd., 3.375%, 5/12/2026 (n)   $ 200,000 $    203,882
Oils – 0.5%
FS Luxembourg S.à r.l., 10%, 12/15/2025 (n)   $ 200,000 $    223,752
Other Banks & Diversified Financials – 0.5%
Mizrahi Tefahot Bank Ltd., 3.077% to 4/07/2026, FLR (CMT - 5yr. + 2.25%) to 4/07/2031 (n)   $ 200,000 $    202,000
Issuer     Shares/Par Value ($)
Bonds – continued
Real Estate - Apartment – 0.6%
Mid-America Apartments LP, 2.75%, 3/15/2030    $ 259,000 $    270,805
Real Estate - Office – 0.3%
Boston Properties, Inc., REIT, 2.55%, 4/01/2032    $ 147,000 $    147,911
Retailers – 0.6%
Alimentation Couche-Tard, Inc., 2.95%, 1/25/2030 (n)   $ 65,000 $     67,444
MercadoLibre, Inc., 2.375%, 1/14/2026      200,000     201,302
            $268,746
Specialty Stores – 0.1%
Nordstrom, Inc., 2.3%, 4/08/2024 (n)   $ 51,000 $     51,160
Supranational – 1.1%
Corporacion Andina de Fomento, 4.375%, 6/15/2022    $ 340,000 $    352,213
West African Development Bank, 2.75%, 1/22/2033 (n)   EUR 100,000     124,116
            $476,329
Telecommunications - Wireless – 1.7%
American Tower Corp., REIT, 3.55%, 7/15/2027    $ 119,000 $    130,723
Cellnex Finance Co. S.A., 3.875%, 7/07/2041 (n)     200,000     199,392
Crown Castle International Corp., 4.15%, 7/01/2050      200,000     228,346
T-Mobile USA, Inc., 4.375%, 4/15/2040      173,000     202,808
            $761,269
Tobacco – 0.6%
B.A.T. Capital Corp., 3.215%, 9/06/2026    $ 231,000 $    245,071
Transportation - Services – 0.6%
Delhi International Airport Ltd., 6.125%, 10/31/2026    $ 200,000 $    204,452
Element Fleet Management Corp., 1.6%, 4/06/2024 (n)     80,000      81,301
            $285,753
U.S. Government Agencies and Equivalents – 0.1%
Small Business Administration, 4.77%, 4/01/2024    $ 7,367 $      7,661
Small Business Administration, 4.99%, 9/01/2024      6,566       6,849
Small Business Administration, 4.86%, 1/01/2025      9,026       9,436
Small Business Administration, 4.625%, 2/01/2025      12,643      13,216
Small Business Administration, 5.11%, 8/01/2025      9,953      10,537
             $47,699
 
8


MFS Income Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Bonds – continued
U.S. Treasury Obligations – 18.6%
U.S. Treasury Bonds, 1.375%, 11/15/2040    $ 1,150,000 $ 1,033,024
U.S. Treasury Bonds, 2.375%, 11/15/2049      350,000     372,695
U.S. Treasury Notes, 1.625%, 12/15/2022      3,000,000 3,063,750
U.S. Treasury Notes, 0.125%, 12/31/2022      2,000,000 1,998,281
U.S. Treasury Notes, 0.25%, 9/30/2025      1,750,000 1,713,154
        $8,180,904
Utilities - Electric Power – 2.1%
Enel Finance International N.V., 3.625%, 5/25/2027 (n)   $ 280,000 $    307,568
FirstEnergy Corp., 5.35%, 7/15/2047      270,000     324,000
Jersey Central Power & Light Co., 2.75%, 3/01/2032 (n)     34,000      34,513
Pacific Gas & Electric Co., 3%, 6/15/2028      44,000      44,198
Pacific Gas & Electric Co., 3.5%, 8/01/2050      250,000     222,815
            $933,094
Total Bonds (Identified Cost, $35,753,058)   $ 36,550,747
Issuer     Shares/Par Value ($)
Investment Companies (h) – 17.5%
Bond Funds – 15.0%
MFS High Yield Pooled Portfolio (v)     711,331 $ 6,608,263
Money Market Funds – 2.5%  
MFS Institutional Money Market Portfolio, 0.02% (v)     1,084,281 $ 1,084,281
Total Investment Companies (Identified Cost, $7,877,697)  $ 7,692,544
Other Assets, Less Liabilities – (0.9)%      (387,360)
Net Assets – 100.0% $ 43,855,931
    
 
(a) Non-income producing security.      
(d) In default.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $7,692,544 and $36,550,747, respectively.      
(i) Interest only security for which the fund receives interest on notional principal (Par amount). Par amount shown is the notional principal and does not reflect the cost of the security.      
(n) Securities exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be sold in the ordinary course of business in transactions exempt from registration, normally to qualified institutional buyers. At period end, the aggregate value of these securities was $13,456,941, representing 30.7% of net assets.      
(p) Payment-in-kind (PIK) security for which interest income may be received in additional securities and/or cash.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
AAC Ambac Assurance Corp.
AGM Assured Guaranty Municipal
CDO Collateralized Debt Obligation
CLO Collateralized Loan Obligation
CMT Constant Maturity Treasury
FLR Floating Rate. Interest rate resets periodically based on the parenthetically disclosed reference rate plus a spread (if any). The period-end rate reported may not be the current rate. All reference rates are USD unless otherwise noted.
LIBOR London Interbank Offered Rate
NPFG National Public Finance Guarantee Corp.
REIT Real Estate Investment Trust
SOFR Secured Overnight Financing Rate
Abbreviations indicate amounts shown in currencies other than the U.S. dollar. All amounts are stated in U.S. dollars unless otherwise indicated. A list of abbreviations is shown below:
CLP Chilean Peso
EUR Euro
IDR Indonesian Rupiah
9


MFS Income Portfolio
Portfolio of Investments (unaudited) – continued
INR Indian Rupee
MYR Malaysian Ringgit
UYU Uruguayan Peso
ZAR South African Rand
Derivative Contracts at 6/30/21
Forward Foreign Currency Exchange Contracts
Currency
Purchased
Currency
Sold
Counterparty Settlement
Date
Unrealized
Appreciation
(Depreciation)
Asset Derivatives
IDR 37,483,691 USD 2,556 Barclays Bank PLC 9/22/2021 $ 13
USD 444,592 EUR 370,272 JPMorgan Chase Bank N.A. 7/16/2021 5,412
            $ 5,425
Liability Derivatives
INR 8,247,000 USD 112,280 JPMorgan Chase Bank N.A. 7/26/2021 $(1,604)
MYR 473,000 USD 114,570 Barclays Bank PLC 9/13/2021 (972)
USD 109,892 ZAR 1,608,571 HSBC Bank 7/16/2021 (2,558)
            $(5,134)
Futures Contracts
Description Long/
Short
Currency Contracts Notional
Amount
Expiration
Date
Value/Unrealized
Appreciation
(Depreciation)
Asset Derivatives
Interest Rate Futures    
U.S. Treasury Ultra Bond Long USD 15 $2,890,313 September – 2021 $111,506
Liability Derivatives
Interest Rate Futures    
U.S. Treasury Note 2 yr Long USD 18 $3,965,765 September – 2021 $(7,045)
U.S. Treasury Ultra Note 10 yr Short USD 10 1,472,031 September – 2021 (19,851)
            $(26,896)
At June 30, 2021, the fund had cash collateral of $87,680 to cover any collateral or margin obligations for certain derivative contracts. Restricted cash and/or deposits with brokers in the Statement of Assets and Liabilities are comprised of cash collateral.
See Notes to Financial Statements
10


MFS Income Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $35,753,058) $36,550,747
Investments in affiliated issuers, at value (identified cost, $7,877,697) 7,692,544
Deposits with brokers for  
Futures contracts 87,680
Receivables for  
Forward foreign currency exchange contracts 5,425
Net daily variation margin on open futures contracts 12,496
Investments sold 82,273
Fund shares sold 5,774
Interest 207,656
Receivable from investment adviser 3,910
Other assets 447
Total assets $44,648,952
Liabilities  
Payables for  
Forward foreign currency exchange contracts $5,134
Investments purchased 282,302
Fund shares reacquired 438,795
Payable to affiliates  
Administrative services fee 96
Shareholder servicing costs 56
Distribution and/or service fees 80
Accrued expenses and other liabilities 66,558
Total liabilities $793,021
Net assets $43,855,931
Net assets consist of  
Paid-in capital $40,185,093
Total distributable earnings (loss) 3,670,838
Net assets $43,855,931
Shares of beneficial interest outstanding 4,170,482
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $38,001,591 3,609,219 $10.53
Service Class 5,854,340 561,263 10.43
See Notes to Financial Statements
11


MFS Income Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Interest $513,020
Dividends from affiliated issuers 185,443
Other 415
Income on securities loaned 23
Foreign taxes withheld (117)
Total investment income $698,784
Expenses  
Management fee $110,901
Distribution and/or service fees 7,179
Shareholder servicing costs 5,575
Administrative services fee 8,679
Independent Trustees' compensation 1,509
Custodian fee 5,154
Shareholder communications 5,585
Audit and tax fees 40,716
Legal fees 165
Miscellaneous 17,034
Total expenses $202,497
Reduction of expenses by investment adviser (28,206)
Net expenses $174,291
Net investment income (loss) $524,493
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $420,007
Affiliated issuers (297,939)
Futures contracts (206,347)
Forward foreign currency exchange contracts (31,266)
Foreign currency 568
Net realized gain (loss) $(114,977)
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $(770,157)
Affiliated issuers 291,258
Futures contracts 80,647
Forward foreign currency exchange contracts 35,019
Translation of assets and liabilities in foreign currencies (9,199)
Net unrealized gain (loss) $(372,432)
Net realized and unrealized gain (loss) $(487,409)
Change in net assets from operations $37,084
See Notes to Financial Statements
12


MFS Income Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $524,493 $1,246,108
Net realized gain (loss) (114,977) 1,844,524
Net unrealized gain (loss) (372,432) 832,785
Change in net assets from operations $37,084 $3,923,417
Total distributions to shareholders $— $(1,603,085)
Change in net assets from fund share transactions $(3,444,573) $(97,382)
Total change in net assets $(3,407,489) $2,222,950
Net assets    
At beginning of period 47,263,420 45,040,470
At end of period $43,855,931 $47,263,420
See Notes to Financial Statements
13


MFS Income Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $10.51 $9.98 $9.26 $9.84 $9.71 $9.25
Income (loss) from investment operations            
Net investment income (loss) (d) $0.12 $0.29 $0.33 $0.33 $0.34 $0.40(c)
Net realized and unrealized gain (loss) (0.10) 0.63 0.74 (0.52) 0.26 0.37
Total from investment operations $0.02 $0.92 $1.07 $(0.19) $0.60 $0.77
Less distributions declared to shareholders            
From net investment income $— $(0.39) $(0.35) $(0.39) $(0.47) $(0.31)
Net asset value, end of period (x) $10.53 $10.51 $9.98 $9.26 $9.84 $9.71
Total return (%) (k)(r)(s)(x) 0.19(n) 9.35 11.60 (1.99) 6.24 8.24(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f)(h) 0.88(a) 0.89 1.01 1.03 1.02 0.89(c)
Expenses after expense reductions (f)(h) 0.75(a) 0.75 0.78 0.80 0.80 0.71(c)
Net investment income (loss) 2.40(a) 2.83 3.32 3.42 3.39 4.09(c)
Portfolio turnover 39(n) 112 104 59 72 21
Net assets at end of period (000 omitted) $38,002 $41,438 $38,670 $38,111 $42,409 $44,191
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $10.43 $9.90 $9.19 $9.75 $9.63 $9.17
Income (loss) from investment operations            
Net investment income (loss) (d) $0.11 $0.26 $0.30 $0.30 $0.31 $0.37(c)
Net realized and unrealized gain (loss) (0.11) 0.63 0.74 (0.50) 0.25 0.37
Total from investment operations $0.00(w) $0.89 $1.04 $(0.20) $0.56 $0.74
Less distributions declared to shareholders            
From net investment income $— $(0.36) $(0.33) $(0.36) $(0.44) $(0.28)
Net asset value, end of period (x) $10.43 $10.43 $9.90 $9.19 $9.75 $9.63
Total return (%) (k)(r)(s)(x) 0.00(n) 9.11 11.29 (2.11) 5.88 8.00(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f)(h) 1.13(a) 1.14 1.26 1.28 1.27 1.14(c)
Expenses after expense reductions (f)(h) 1.00(a) 1.00 1.03 1.05 1.05 0.97(c)
Net investment income (loss) 2.15(a) 2.59 3.07 3.17 3.16 3.83(c)
Portfolio turnover 39(n) 112 104 59 72 21
Net assets at end of period (000 omitted) $5,854 $5,825 $6,371 $6,614 $7,287 $8,776
    
See Notes to Financial Statements
14


MFS Income Portfolio
Financial Highlights - continued
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(h) In addition to the fees and expenses which the fund bears directly, the fund indirectly bears a pro rata share of the fees and expenses of the underlying affiliated funds in which the fund invests. Accordingly, the expense ratio for the fund reflects only those fees and expenses borne directly by the fund. Because the underlying affiliated funds have varied expense and fee levels and the fund may own different proportions of the underlying affiliated funds at different times, the amount of fees and expenses incurred indirectly by the fund will vary.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(w) Per share amount was less than $0.01.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
15


MFS Income Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Income Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests in the MFS High Yield Pooled Portfolio (“High Yield Pooled Portfolio”). MFS does not receive a management fee from the High Yield Pooled Portfolio. The High Yield Pooled Portfolio’s investment objective is to seek total return with an emphasis on high current income, but also considering capital appreciation. The accounting policies of the High Yield Pooled Portfolio are outlined in its shareholder report, which is available without charge by calling 1-800-225-2606 and on the Securities and Exchange Commission (SEC) web site at http://www.sec.gov. The accounting policies detailed in the Significant Accounting Policies note cover both the fund and the High Yield Pooled Portfolio. For purposes of this policy disclosure, “fund” refers to both the fund and the High Yield Pooled Portfolio in which the fund invests. The High Yield Pooled Portfolio's shareholder report is not covered by this report. The fund and the High Yield Pooled Portfolio invest in high-yield securities rated below investment grade. Investments in below investment grade quality securities can involve a substantially greater risk of default or can already be in default, and their values can decline significantly. Below investment grade quality securities tend to be more sensitive to adverse news about the issuer, or the market or economy in general, than higher quality debt instruments. The fund and the High Yield Pooled Portfolio invest in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations The investments of the fund and the High Yield Pooled Portfolio are valued as described below.
Equity securities, including restricted equity securities, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Debt instruments and floating rate loans, including restricted debt instruments, are generally valued at an evaluated or
16


MFS Income Portfolio
Notes to Financial Statements (unaudited) - continued
composite bid as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Exchange-traded options are generally valued at the last sale or official closing price on their primary exchange as provided by a third-party pricing service. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation on their primary exchange as provided by a third-party pricing service. For put options, the position may be valued at the last daily ask quotation if there are no trades reported during the day. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued at valuations provided by a third-party pricing service. Futures contracts are generally valued at last posted settlement price on their primary exchange as provided by a third-party pricing service. Futures contracts for which there were no trades that day for a particular position are generally valued at the closing bid quotation on their primary exchange as provided by a third-party pricing service. Forward foreign currency exchange contracts are generally valued at the mean of bid and asked prices for the time period interpolated from rates provided by a third-party pricing service for proximate time periods. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. Other financial instruments are derivative instruments, such as futures contracts and forward foreign currency exchange contracts. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
17


MFS Income Portfolio
Notes to Financial Statements (unaudited) - continued
Financial Instruments Level 1 Level 2 Level 3 Total
U.S. Treasury Bonds & U.S. Government Agencies & Equivalents $— $8,228,603 $— $8,228,603
Non - U.S. Sovereign Debt 2,451,681 2,451,681
Municipal Bonds 1,316,535 1,316,535
U.S. Corporate Bonds 7,951,651 7,951,651
Residential Mortgage-Backed Securities 336,050 336,050
Commercial Mortgage-Backed Securities 3,645,591 3,645,591
Asset-Backed Securities (including CDOs) 5,653,618 5,653,618
Foreign Bonds 6,967,018 6,967,018
Mutual Funds 7,692,544 7,692,544
Total $7,692,544 $36,550,747 $— $44,243,291
Other Financial Instruments        
Futures Contracts – Assets $111,506 $— $— $111,506
Futures Contracts – Liabilities (26,896) (26,896)
Forward Foreign Currency Exchange Contracts – Assets 5,425 5,425
Forward Foreign Currency Exchange Contracts – Liabilities (5,134) (5,134)
For further information regarding security characteristics, see the Portfolio of Investments. Please refer to the High Yield Pooled Portfolio's shareholder report for further information regarding the levels used in valuing its assets or liabilities.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Derivatives — The fund uses derivatives primarily to increase or decrease exposure to a particular market or segment of the market, or security, to increase or decrease interest rate or currency exposure, or as alternatives to direct investments. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund uses derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.
The derivative instruments used by the fund during the period were futures contracts and forward foreign currency exchange contracts. Depending on the type of derivative, a fund may exit a derivative position by entering into an offsetting transaction with a counterparty or exchange, negotiating an agreement with the derivative counterparty, or novating the position to a third party. The fund may be unable to promptly close out a futures position in instances where the daily fluctuation in the price for that type of future exceeds the daily limit set by the exchange. The fund's period end derivatives, as presented in the Portfolio of Investments and the associated Derivative Contract tables, generally are indicative of the volume of its derivative activity during the period.
The following table presents, by major type of derivative contract, the fair value, on a gross basis, of the asset and liability components of derivatives held by the fund at June 30, 2021 as reported in the Statement of Assets and Liabilities:
    Fair Value (a)
Risk Derivative Contracts Asset Derivatives Liability Derivatives
Interest Rate Interest Rate Futures $111,506 $(26,896)
Foreign Exchange Forward Foreign Currency Exchange Contracts 5,425 (5,134)
Total   $116,931 $(32,030)
(a) Values presented in this table for futures contracts correspond to the values reported in the Portfolio of Investments. Only the current day net variation margin for futures contracts is separately reported within the Statement of Assets and Liabilities.
The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
18


MFS Income Portfolio
Notes to Financial Statements (unaudited) - continued
Risk Futures
Contracts
Forward Foreign
Currency
Exchange
Contracts
Interest Rate $(206,347) $—
Foreign Exchange (31,266)
Total $(206,347) $(31,266)
The following table presents, by major type of derivative contract, the change in unrealized appreciation or depreciation on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Futures
Contracts
Forward Foreign
Currency
Exchange
Contracts
Interest Rate $80,647 $—
Foreign Exchange 35,019
Total $80,647 $35,019
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain, but not all, uncleared derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an ISDA Master Agreement on a bilateral basis. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the ISDA Master Agreement, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each agreement to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
Collateral and margin requirements differ by type of derivative. For cleared derivatives (e.g., futures contracts, cleared swaps, and exchange-traded options), margin requirements are set by the clearing broker and the clearing house and collateral, in the form of cash or securities, is posted by the fund directly with the clearing broker. Collateral terms are counterparty agreement specific for uncleared derivatives (e.g., forward foreign currency exchange contracts, uncleared swap agreements, and uncleared options) and collateral, in the form of cash and securities, is held in segregated accounts with the fund's custodian in connection with these agreements. For derivatives traded under an ISDA Master Agreement, which contains a collateral support annex, the collateral requirements are netted across all transactions traded under such counterparty-specific agreement and an amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated or delivered to cover the fund's collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as restricted cash for uncleared derivatives and/or deposits with brokers for cleared derivatives. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments. The fund may be required to make payments of interest on uncovered collateral or margin obligations with the broker. Any such payments are included in “Miscellaneous” expense in the Statement of Operations.
Futures Contracts — The fund entered into futures contracts which may be used to hedge against or obtain broad market exposure, interest rate exposure, currency exposure, or to manage duration. A futures contract represents a commitment for the future purchase or sale of an asset at a specified price on a specified date.
Upon entering into a futures contract, the fund is required to deposit with the broker, either in cash or securities, an initial margin in an amount equal to a specified percentage of the notional amount of the contract. Subsequent payments (variation margin) are made or received by the fund each day, depending on the daily fluctuations in the value of the contract, and are recorded for financial statement purposes as unrealized gain or loss by the fund until the contract is closed or expires at which point the gain or loss on futures contracts is realized.
The fund bears the risk of interest rates, exchange rates or securities prices moving unexpectedly, in which case, the fund may not achieve the anticipated benefits of the futures contracts and may realize a loss. While futures contracts may present less counterparty risk to the fund since the contracts are exchange traded and the exchange’s clearinghouse guarantees payments to the broker, there is still counterparty credit risk due to the insolvency of the broker. The fund’s maximum risk of loss due to counterparty credit risk is equal to the margin posted by the fund to the broker plus any gains or minus any losses on the outstanding futures contracts.
19


MFS Income Portfolio
Notes to Financial Statements (unaudited) - continued
Forward Foreign Currency Exchange Contracts — The fund entered into forward foreign currency exchange contracts for the purchase or sale of a specific foreign currency at a fixed price on a future date. These contracts may be used to hedge the fund’s currency risk or for non-hedging purposes. For hedging purposes, the fund may enter into contracts to deliver or receive foreign currency that the fund will receive from or use in its normal investment activities. The fund may also use contracts to hedge against declines in the value of foreign currency denominated securities due to unfavorable exchange rate movements. For non-hedging purposes, the fund may enter into contracts with the intent of changing the relative exposure of the fund’s portfolio of securities to different currencies to take advantage of anticipated exchange rate changes.
Forward foreign currency exchange contracts are adjusted by the daily exchange rate of the underlying currency and any unrealized gains or losses are recorded as a receivable or payable for forward foreign currency exchange contracts until the contract settlement date. On contract settlement date, any gain or loss on the contract is recorded as realized gains or losses on forward foreign currency exchange contracts.
Risks may arise upon entering into these contracts from unanticipated movements in the value of the contract and from the potential inability of counterparties to meet the terms of their contracts. Generally, the fund’s maximum risk due to counterparty credit risk is the unrealized gain on the contract due to the use of Continuous Linked Settlement, a multicurrency cash settlement system for the centralized settlement of foreign transactions. This risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above and, where applicable, by the posting of collateral by the counterparty to the fund to cover the fund’s exposure to the counterparty under such ISDA Master Agreement.
Security Loans — Under its Securities Lending Agency Agreement with the fund, State Street Bank and Trust Company, as lending agent, loans the securities of the fund to certain qualified institutions (the “Borrowers”) approved by the fund. Security loans can be terminated at the discretion of either the lending agent or the fund and the related securities must be returned within the earlier of the standard trade settlement period for such securities or within three business days. The loans are collateralized by cash and/or U.S. Treasury and federal agency obligations in an amount typically at least equal to the market value of the securities loaned. On loans collateralized by cash, the cash collateral is invested in a money market fund. The market value of the loaned securities is determined at the close of business of the fund and any additional required collateral is delivered to the fund on the next business day. The lending agent provides the fund with indemnification against Borrower default. In the event of Borrower default, the lending agent will, for the benefit of the fund, either purchase securities identical to those loaned or, when such purchase is commercially impracticable, pay the fund the market value of the loaned securities. In return, the lending agent assumes the fund's rights to the related collateral. If the collateral value is less than the cost to purchase identical securities, the lending agent is responsible for the shortfall, but only to the extent that such shortfall is not due to a decline in collateral value resulting from collateral reinvestment for which the fund bears the risk of loss. A portion of the income generated upon investment of the collateral is remitted to the Borrowers, and the remainder is allocated between the fund and the lending agent. On loans collateralized by U.S. Treasury and/or federal agency obligations, a fee is received from the Borrower, and is allocated between the fund and the lending agent. Income from securities lending is separately reported in the Statement of Operations. The dividend and interest income earned on the securities loaned is accounted for in the same manner as other dividend and interest income. At June 30, 2021, there were no securities on loan or collateral outstanding.
Loans and Other Direct Debt Instruments — The fund invests in loans and loan participations or other receivables. These investments may include standby financing commitments, including revolving credit facilities, which contractually obligate the fund to supply additional cash to the borrower on demand. The fund generally provides this financial support in order to preserve its existing investment or to obtain a more senior secured interest in the assets of the borrower. Loan participations involve a risk of insolvency of the lending bank or other financial intermediary.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Interest income is recorded on the accrual basis. Interest payments received in additional securities are recorded on the ex-interest date in an amount equal to the value of the security on such date. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles. Debt obligations may be placed on non-accrual status or set to accrue at a rate of interest less than the contractual coupon when the collection of all or a portion of interest has become doubtful. Interest income for those debt obligations may be further reduced by the write-off of the related interest receivables when deemed uncollectible.
20


MFS Income Portfolio
Notes to Financial Statements (unaudited) - continued
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to defaulted bonds, amortization and accretion of debt securities, wash sale loss deferrals, and derivative transactions.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $1,603,085
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $44,015,079
Gross appreciation 1,276,961
Gross depreciation (1,048,749)
Net unrealized appreciation (depreciation) $228,212
As of 12/31/20  
Undistributed ordinary income 2,281,906
Undistributed long-term capital gain 785,796
Other temporary differences 9,100
Net unrealized appreciation (depreciation) 556,952
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
Initial Class $—   $1,407,184
Service Class   195,901
Total $—   $1,603,085
21


MFS Income Portfolio
Notes to Financial Statements (unaudited) - continued
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.50%
In excess of $1 billion 0.45%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $2,648, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.49% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as fees and expenses associated with investments in investment companies and other similar investment vehicles), such that total annual operating expenses do not exceed 0.75% of average daily net assets for the Initial Class shares and 1.00% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, this reduction amounted to $25,558, which is included in the reduction of total expenses in the Statement of Operations.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $5,264, which equated to 0.0237% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $311.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0391% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
The fund invests in the High Yield Pooled Portfolio, which is a mutual fund advised by MFS that does not pay management fees to MFS but does incur investment and operating costs. The fund invests in the High Yield Pooled Portfolio to gain exposure to high income debt instruments, rather than investing in high income debt instruments directly. Income earned on this investment is included in “Dividends from affiliated issuers” in the Statement of Operations. The High Yield Pooled Portfolio does not pay distribution and/or service fees to MFD.
22


MFS Income Portfolio
Notes to Financial Statements (unaudited) - continued
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, were as follows:
  Purchases Sales
U.S. Government securities $8,472,962 $2,518,301
Non-U.S. Government securities 8,276,598 15,002,965
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 123,847 $1,287,349   593,426 $6,061,887
Service Class 55,121 567,306   75,762 764,983
  178,968 $1,854,655   669,188 $6,826,870
Shares issued to shareholders
in reinvestment of distributions
         
Initial Class $—   138,366 $1,407,184
Service Class   19,396 195,901
  $—   157,762 $1,603,085
Shares reacquired          
Initial Class (455,847) $(4,760,031)   (665,666) $(6,694,271)
Service Class (52,414) (539,197)   (180,269) (1,833,066)
  (508,261) $(5,299,228)   (845,935) $(8,527,337)
Net change          
Initial Class (332,000) $(3,472,682)   66,126 $774,800
Service Class 2,707 28,109   (85,111) (872,182)
  (329,293) $(3,444,573)   (18,985) $(97,382)
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $87 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
23


MFS Income Portfolio
Notes to Financial Statements (unaudited) - continued
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS High Yield Pooled Portfolio $6,184,285 $1,295,879 $865,220 $(297,939) $291,258 $6,608,263
MFS Institutional Money Market Portfolio 517,217 20,511,108 19,944,044 1,084,281
  $6,701,502 $21,806,987 $20,809,264 $(297,939) $291,258 $7,692,544
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS High Yield Pooled Portfolio $185,127 $—
MFS Institutional Money Market Portfolio 316
  $185,443 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
24


MFS Income Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
25


MFS Income Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
26



Semiannual Report
June 30, 2021
MFS®  Technology Portfolio
MFS® Variable Insurance Trust II
TKS-SEM


MFS® Technology Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS Technology Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS Technology Portfolio
Portfolio Composition
Portfolio structure
Top ten holdings
Microsoft Corp. 10.4%
Amazon.com, Inc. 9.3%
Alphabet, Inc., “A” 5.6%
Mastercard, Inc., “A” 4.2%
Adobe Systems, Inc. 3.9%
Facebook, Inc., “A” 3.9%
PayPal Holdings, Inc. 3.7%
Booking Holdings, Inc. 2.9%
NVIDIA Corp. 2.5%
Global Payments, Inc. 2.5%
Top five industries
Computer Software 23.9%
Internet 14.6%
Specialty Stores 12.1%
Business Services 11.5%
Computer Software - Systems 10.2%
 
Cash & Cash Equivalents includes any cash, investments in money market funds, short-term securities, and other assets less liabilities. Please see the Statement of Assets and Liabilities for additional information related to the fund’s cash position and other assets and liabilities.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS Technology Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.87% $1,000.00 $1,109.33 $4.55
Hypothetical (h) 0.87% $1,000.00 $1,020.48 $4.36
Service Class Actual 1.12% $1,000.00 $1,108.06 $5.85
Hypothetical (h) 1.12% $1,000.00 $1,019.24 $5.61
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
Notes to Expense Table
Expense ratios include 0.01% of investment related expenses from short sales (See Note 2 of the Notes to Financial Statements) that are outside of the expense limitation arrangement (See Note 3 of the Notes to Financial Statements).
3


MFS Technology Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
Common Stocks – 98.1%
Brokerage & Asset Managers – 0.9%  
Charles Schwab Corp.   7,276 $     529,765
Tradeweb Markets, Inc.   7,498      634,031
           $1,163,796
Business Services – 11.5%  
Clarivate PLC (a)   43,064 $   1,185,552
Endava PLC, ADR (a)   12,364    1,401,830
FleetCor Technologies, Inc. (a)   3,164      810,174
Global Payments, Inc.   17,223    3,230,003
Nuvei Corp. (a)   12,504    1,031,580
Paya, Inc. (a)   60,623      668,066
PayPal Holdings, Inc. (a)   16,217    4,726,931
TaskUs, Inc., “A” (a)   8,887      304,291
Verisk Analytics, Inc., “A”   1,775      310,128
WEX, Inc. (a)   5,678    1,100,964
        $14,769,519
Cable TV – 0.2%  
Charter Communications, Inc., “A” (a)   361 $     260,443
Computer Software – 23.9%  
Adobe Systems, Inc. (a)   8,689 $   5,088,626
AppLovin Corp. (a)   7,341      551,823
Asana, Inc. (a)   10,582      656,401
Atlassian Corp. PLC, “A” (a)   3,343      858,683
Autodesk, Inc. (a)   5,630    1,643,397
Bentley Systems, Inc., “B”   3,288      212,997
Black Knight, Inc. (a)   10,112      788,534
DoubleVerify Holdings, Inc. (a)   16,113      682,224
Eventbrite, Inc. (a)   23,171      440,249
Microsoft Corp. (s)   49,535 13,419,031
Ping Identity Holding Corp. (a)   10,677      244,503
Procore Technologies, Inc. (a)   1,842      174,898
Qualtrics International, “A” (a)   7,428      284,121
RAKUS Co. Ltd.   3,100       84,689
RingCentral, Inc. (a)   5,219    1,516,537
salesforce.com, inc. (a)   10,955    2,675,978
SentinelOne, Inc., “A” (a)   9,005      382,713
Topicus.com, Inc. (a)   3,751      272,489
Zendesk, Inc. (a)   5,862      846,121
        $30,824,014
Computer Software - Systems – 10.2%  
Apple, Inc.   18,058 $   2,473,224
Constellation Software, Inc.   757    1,146,498
Descartes Systems Group, Inc. (a)   11,845      819,193
EPAM Systems, Inc. (a)   2,612    1,334,628
HubSpot, Inc. (a)   2,760    1,608,307
Q2 Holdings, Inc. (a)   6,724      689,748
ServiceNow, Inc. (a)   4,317    2,372,407
Square, Inc., “A” (a)   3,762      917,176
TransUnion   8,609      945,354
Wix.com Ltd. (a)   2,990      867,937
        $13,174,472
Issuer     Shares/Par Value ($)
Common Stocks – continued
Consumer Services – 4.6%  
Booking Holdings, Inc. (a)   1,686 $   3,689,120
Lyft, Inc. (a)   15,007      907,623
Uber Technologies, Inc. (a)   26,554    1,330,887
           $5,927,630
Electronics – 10.1%  
Advanced Micro Devices (a)   23,764 $   2,232,151
KLA Corp.   5,136    1,665,143
Lam Research Corp.   3,146    2,047,102
Marvell Technology, Inc.   22,784    1,328,991
Micron Technology, Inc. (a)   17,634    1,498,537
NVIDIA Corp.   4,103    3,282,810
Skyworks Solutions, Inc.   4,693      899,883
        $12,954,617
Internet – 14.6%  
Alphabet, Inc., “A” (a)(s)   2,963 $   7,235,024
Facebook, Inc., “A” (a)   14,619    5,083,172
Match Group, Inc. (a)   6,882    1,109,723
Mercadolibre, Inc. (a)   558      869,247
NetEase.com, Inc., ADR   10,658    1,228,334
Pinterest, Inc. (a)   14,125    1,115,169
Sea Ltd., ADR (a)   3,097      850,436
Tencent Holdings Ltd.   18,400    1,383,975
        $18,875,080
Leisure & Toys – 1.9%  
Activision Blizzard, Inc.   14,681 $   1,401,155
Take-Two Interactive Software, Inc. (a)   6,042    1,069,555
           $2,470,710
Machinery & Tools – 0.1%  
Xometry, Inc., “A” (a)   1,163 $     101,635
Medical & Health Technology & Services – 0.6%  
Guardant Health, Inc. (a)   3,619 $     449,443
LifeStance Health Group, Inc. (a)   12,837      357,639
             $807,082
Medical Equipment – 0.8%  
Bio-Techne Corp.   1,527 $     687,547
Maravai Lifesciences Holdings, Inc., “A” (a)   9,404      392,429
           $1,079,976
Other Banks & Diversified Financials – 6.6%  
LegalZoom.com, Inc. (a)   2,551 $      96,555
Mastercard, Inc., “A”   14,704    5,368,284
Visa, Inc., “A”   13,107    3,064,679
           $8,529,518
Specialty Stores – 12.1%  
ACV Auctions, Inc. (a)   5,245 $     134,429
Amazon.com, Inc. (a)(s)   3,497 12,030,239
Chewy, Inc., “A” (a)   9,536      760,115
Farfetch Ltd., “A” (a)   36,865    1,856,521
Pinduoduo, Inc., ADR (a)   3,538      449,397
 
4


MFS Technology Portfolio
Portfolio of Investments (unaudited) – continued
Issuer     Shares/Par Value ($)
Common Stocks – continued
Specialty Stores – continued  
ThredUp, Inc. (a)   11,118 $     323,311
        $15,554,012
Total Common Stocks (Identified Cost, $69,826,748)   $126,492,504
Investment Companies (h) – 1.5%
Money Market Funds – 1.5%  
MFS Institutional Money Market Portfolio, 0.02% (v) (Identified Cost, $1,970,148)     1,970,148 $   1,970,148
Other Assets, Less Liabilities – 0.4%        515,850
Net Assets – 100.0% $128,978,502
(a) Non-income producing security.      
(h) An affiliated issuer, which may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. At period end, the aggregate values of the fund's investments in affiliated issuers and in unaffiliated issuers were $1,970,148 and $126,492,504, respectively.      
(s) Security or a portion of the security was pledged to cover collateral requirements for securities sold short. At June 30, 2021, the fund had no short sales outstanding.      
(v) Affiliated issuer that is available only to investment companies managed by MFS. The rate quoted for the MFS Institutional Money Market Portfolio is the annualized seven-day yield of the fund at period end.      
The following abbreviations are used in this report and are defined:
ADR American Depositary Receipt
At June 30, 2021, the fund had cash collateral of $4,584 and other liquid securities with an aggregate value of $602,321 to cover any collateral or margin obligations for securities sold short. Restricted cash and/or deposits with brokers in the Statement of Assets and Liabilities are comprised of cash collateral.
See Notes to Financial Statements
5


MFS Technology Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at value (identified cost, $69,826,748) $126,492,504
Investments in affiliated issuers, at value (identified cost, $1,970,148) 1,970,148
Deposits with brokers for  
Securities sold short 4,584
Receivables for  
Investments sold 194,586
Fund shares sold 858,124
Dividends 5,250
Other assets 721
Total assets $129,525,917
Liabilities  
Payables for  
Investments purchased $437,775
Fund shares reacquired 63,109
Payable to affiliates  
Investment adviser 5,209
Administrative services fee 152
Shareholder servicing costs 56
Distribution and/or service fees 1,341
Accrued expenses and other liabilities 39,773
Total liabilities $547,415
Net assets $128,978,502
Net assets consist of  
Paid-in capital $60,693,017
Total distributable earnings (loss) 68,285,485
Net assets $128,978,502
Shares of beneficial interest outstanding 3,927,851
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $30,945,430 895,935 $34.54
Service Class 98,033,072 3,031,916 32.33
See Notes to Financial Statements
6


MFS Technology Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Dividends $138,830
Other 2,928
Dividends from affiliated issuers 644
Foreign taxes withheld (488)
Total investment income $141,914
Expenses  
Management fee $420,585
Distribution and/or service fees 103,123
Shareholder servicing costs 4,995
Administrative services fee 12,671
Independent Trustees' compensation 1,860
Custodian fee 5,593
Shareholder communications 2,590
Audit and tax fees 28,238
Legal fees 358
Dividend and interest expense on securities sold short 5,269
Interest expense and fees 205
Miscellaneous 14,734
Total expenses $600,221
Reduction of expenses by investment adviser (6,712)
Net expenses $593,509
Net investment income (loss) $(451,595)
Realized and unrealized gain (loss)  
Realized gain (loss) (identified cost basis)  
Unaffiliated issuers $6,113,403
Written options 68,052
Securities sold short (595,062)
Foreign currency (630)
Net realized gain (loss) $5,585,763
Change in unrealized appreciation or depreciation  
Unaffiliated issuers $7,095,319
Translation of assets and liabilities in foreign currencies (2)
Net unrealized gain (loss) $7,095,317
Net realized and unrealized gain (loss) $12,681,080
Change in net assets from operations $12,229,485
See Notes to Financial Statements
7


MFS Technology Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $(451,595) $(580,483)
Net realized gain (loss) 5,585,763 7,550,353
Net unrealized gain (loss) 7,095,317 24,235,909
Change in net assets from operations $12,229,485 $31,205,779
Change in net assets from fund share transactions $12,437,535 $4,958,901
Total change in net assets $24,667,020 $36,164,680
Net assets    
At beginning of period 104,311,482 68,146,802
At end of period $128,978,502 $104,311,482
See Notes to Financial Statements
8


MFS Technology Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $31.10 $21.18 $17.34 $17.96 $13.19 $12.45
Income (loss) from investment operations            
Net investment income (loss) (d) $(0.10) $(0.14) $(0.09) $(0.07) $(0.05) $(0.01)(c)
Net realized and unrealized gain (loss) 3.54 10.06 6.16 0.58 5.16 1.10
Total from investment operations $3.44 $9.92 $6.07 $0.51 $5.11 $1.09
Less distributions declared to shareholders            
From net realized gain $— $— $(2.23) $(1.13) $(0.34) $(0.35)
Net asset value, end of period (x) $34.54 $31.10 $21.18 $17.34 $17.96 $13.19
Total return (%) (k)(r)(s)(x) 11.06(n) 46.84 36.16 1.73 39.00 8.69(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.89(a) 0.94 0.97 0.94 0.88 0.85(c)
Expenses after expense reductions (f) 0.87(a) 0.93 0.96 0.93 0.88 0.85(c)
Net investment income (loss) (0.62)(a) (0.55) (0.44) (0.38) (0.29) (0.10)(c)
Portfolio turnover 25(n) 57 33 39 31 36
Net assets at end of period (000 omitted) $30,945 $28,768 $19,336 $17,056 $27,659 $15,195
Supplemental Ratios (%):            
Ratios of expenses to average net assets after expense reductions excluding short sale expenses and interest expense and fees (f) 0.86(a) 0.91 0.93 0.85 0.85 0.82(c)
    
See Notes to Financial Statements
9


MFS Technology Portfolio
Financial Highlights - continued
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $29.15 $19.91 $16.44 $17.11 $12.61 $11.95
Income (loss) from investment operations            
Net investment income (loss) (d) $(0.13) $(0.19) $(0.13) $(0.12) $(0.08) $(0.04)(c)
Net realized and unrealized gain (loss) 3.31 9.43 5.83 0.58 4.92 1.05
Total from investment operations $3.18 $9.24 $5.70 $0.46 $4.84 $1.01
Less distributions declared to shareholders            
From net realized gain $— $— $(2.23) $(1.13) $(0.34) $(0.35)
Net asset value, end of period (x) $32.33 $29.15 $19.91 $16.44 $17.11 $12.61
Total return (%) (k)(r)(s)(x) 10.91(n) 46.41 35.88 1.52 38.65 8.39(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 1.14(a) 1.19 1.22 1.16 1.14 1.10(c)
Expenses after expense reductions (f) 1.12(a) 1.18 1.21 1.15 1.13 1.10(c)
Net investment income (loss) (0.87)(a) (0.81) (0.69) (0.61) (0.53) (0.35)(c)
Portfolio turnover 25(n) 57 33 39 31 36
Net assets at end of period (000 omitted) $98,033 $75,544 $48,811 $39,272 $203,610 $126,561
Supplemental Ratios (%):            
Ratios of expenses to average net assets after expense reductions excluding short sale expenses and interest expense and fees (f) 1.11(a) 1.16 1.18 1.07 1.10 1.06(c)
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(s) From time to time the fund may receive proceeds from litigation settlements, without which performance would be lower.
(x) The net asset values and total returns have been calculated on net assets which include adjustments made in accordance with U.S. generally accepted accounting principles required at period end for financial reporting purposes.
See Notes to Financial Statements
10


MFS Technology Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS Technology Portfolio (the fund) is a non-diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued. The fund invests primarily in securities of issuers in the technology industry. Issuers in a single industry can react similarly to market, currency, political, economic, regulatory, geopolitical, environmental, public health, and other conditions. The value of stocks in the technology sector can be very volatile due to the rapid pace of product change, technological developments, and other factors. The fund invests in foreign securities. Investments in foreign securities are vulnerable to the effects of changes in the relative values of the local currency and the U.S. dollar and to the effects of changes in each country’s market, economic, industrial, political, regulatory, geopolitical, environmental, public health, and other conditions.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Equity securities, including restricted equity securities and equity securities sold short, are generally valued at the last sale or official closing price on their primary market or exchange as provided by a third-party pricing service. Equity securities, for which there were no sales reported that day, are generally valued at the last quoted daily bid quotation on their primary market or exchange as provided by a third-party pricing service. Equity securities sold short, for which there were no sales reported that day, are generally valued at the last quoted daily ask quotation on their primary market or exchange as provided by a third-party pricing service. Short-term instruments with a maturity at issuance of 60 days or less may be valued at amortized cost, which approximates market value. Exchange-traded options are generally valued at the last sale or official closing price on their primary exchange as provided by a third-party pricing service. Exchange-traded options for which there were no sales reported that day are generally valued at the last daily bid quotation on their primary exchange as provided by a third-party pricing service. For put options, the position may be valued at the last daily ask quotation if there are no trades reported during the day. Options not traded on an exchange are generally valued at a broker/dealer bid quotation. Foreign currency options are generally valued at valuations provided by a third-party pricing service. Open-end investment companies are generally valued at net asset value per share. Securities and other assets generally valued on the basis of information from a third-party pricing service may also be valued at a broker/dealer
11


MFS Technology Portfolio
Notes to Financial Statements (unaudited) - continued
bid quotation. In determining values, third-party pricing services can utilize both transaction data and market information such as yield, quality, coupon rate, maturity, type of issue, trading characteristics, and other market data. The values of foreign securities and other assets and liabilities expressed in foreign currencies are converted to U.S. dollars using the mean of bid and asked prices for rates provided by a third-party pricing service.
The Board of Trustees has delegated primary responsibility for determining or causing to be determined the value of the fund’s investments (including any fair valuation) to the adviser pursuant to valuation policies and procedures approved by the Board. If the adviser determines that reliable market quotations are not readily available, investments are valued at fair value as determined in good faith by the adviser in accordance with such procedures under the oversight of the Board of Trustees. Under the fund’s valuation policies and procedures, market quotations are not considered to be readily available for most types of debt instruments and floating rate loans and many types of derivatives. These investments are generally valued at fair value based on information from third-party pricing services. In addition, investments may be valued at fair value if the adviser determines that an investment’s value has been materially affected by events occurring after the close of the exchange or market on which the investment is principally traded (such as foreign exchange or market) and prior to the determination of the fund’s net asset value, or after the halt of trading of a specific security where trading does not resume prior to the close of the exchange or market on which the security is principally traded. Events that occur after foreign markets close (such as developments in foreign markets and significant movements in the U.S. markets) and prior to the determination of the fund’s net asset value may be deemed to have a material effect on the value of securities traded in foreign markets. Accordingly, the fund’s foreign equity securities may often be valued at fair value. The adviser generally relies on third-party pricing services or other information (such as the correlation with price movements of similar securities in the same or other markets; the type, cost and investment characteristics of the security; the business and financial condition of the issuer; and trading and other market data) to assist in determining whether to fair value and at what value to fair value an investment. The value of an investment for purposes of calculating the fund’s net asset value can differ depending on the source and method used to determine value. When fair valuation is used, the value of an investment used to determine the fund’s net asset value may differ from quoted or published prices for the same investment. There can be no assurance that the fund could obtain the fair value assigned to an investment if it were to sell the investment at the same time at which the fund determines its net asset value per share.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Equity Securities $126,492,504 $— $— $126,492,504
Mutual Funds 1,970,148 1,970,148
Total $128,462,652 $— $— $128,462,652
For further information regarding security characteristics, see the Portfolio of Investments.
Foreign Currency Translation — Purchases and sales of foreign investments, income, and expenses are converted into U.S. dollars based upon currency exchange rates prevailing on the respective dates of such transactions or on the reporting date for foreign denominated receivables and payables. Gains and losses attributable to foreign currency exchange rates on sales of securities are recorded for financial statement purposes as net realized gains and losses on investments. Gains and losses attributable to foreign exchange rate movements on receivables, payables, income and expenses are recorded for financial statement purposes as foreign currency transaction gains and losses. That portion of both realized and unrealized gains and losses on investments that results from fluctuations in foreign currency exchange rates is not separately disclosed.
Derivatives — The fund uses derivatives primarily to increase or decrease exposure to a particular market or segment of the market, or security, to increase or decrease interest rate or currency exposure, or as alternatives to direct investments. Derivatives are used for hedging or non-hedging purposes. While hedging can reduce or eliminate losses, it can also reduce or eliminate gains. When the fund uses derivatives as an investment to increase market exposure, or for hedging purposes, gains and losses from derivative instruments may be substantially greater than the derivative’s original cost.
12


MFS Technology Portfolio
Notes to Financial Statements (unaudited) - continued
The derivative instruments used by the fund during the period were written options. Depending on the type of derivative, a fund may exit a derivative position by entering into an offsetting transaction with a counterparty or exchange, negotiating an agreement with the derivative counterparty, or novating the position to a third party. At June 30, 2021, the fund did not have any outstanding derivative instruments.
The following table presents, by major type of derivative contract, the realized gain (loss) on derivatives held by the fund for the six months ended June 30, 2021 as reported in the Statement of Operations:
Risk Written
Options
Equity $68,052
There is no change in unrealized appreciation (depreciation) on derivative transactions at period end.
Derivative counterparty credit risk is managed through formal evaluation of the creditworthiness of all potential counterparties. On certain, but not all, uncleared derivatives, the fund attempts to reduce its exposure to counterparty credit risk whenever possible by entering into an ISDA Master Agreement on a bilateral basis. The ISDA Master Agreement gives each party to the agreement the right to terminate all transactions traded under such agreement if there is a specified deterioration in the credit quality of the other party. Upon an event of default or a termination of the ISDA Master Agreement, the non-defaulting party has the right to close out all transactions traded under such agreement and to net amounts owed under each agreement to one net amount payable by one party to the other. This right to close out and net payments across all transactions traded under the ISDA Master Agreement could result in a reduction of the fund's credit risk to such counterparty equal to any amounts payable by the fund under the applicable transactions, if any.
Collateral and margin requirements differ by type of derivative. For cleared derivatives (e.g., futures contracts, cleared swaps, and exchange-traded options), margin requirements are set by the clearing broker and the clearing house and collateral, in the form of cash or securities, is posted by the fund directly with the clearing broker. Collateral terms are counterparty agreement specific for uncleared derivatives (e.g., forward foreign currency exchange contracts, uncleared swap agreements, and uncleared options) and collateral, in the form of cash and securities, is held in segregated accounts with the fund's custodian in connection with these agreements. For derivatives traded under an ISDA Master Agreement, which contains a collateral support annex, the collateral requirements are netted across all transactions traded under such counterparty-specific agreement and an amount is posted from one party to the other to collateralize such obligations. Cash that has been segregated or delivered to cover the fund's collateral or margin obligations under derivative contracts, if any, will be reported separately in the Statement of Assets and Liabilities as restricted cash for uncleared derivatives and/or deposits with brokers for cleared derivatives. Securities pledged as collateral or margin for the same purpose, if any, are noted in the Portfolio of Investments. The fund may be required to make payments of interest on uncovered collateral or margin obligations with the broker. Any such payments are included in “Miscellaneous” expense in the Statement of Operations.
Written Options — In exchange for a premium, the fund wrote put options on securities for which it anticipated the price would increase. At the time the option was written, the fund believed the premium received exceeded the potential loss that could result from adverse price changes in the options’ underlying securities. In a written option, the fund as the option writer grants the buyer the right to purchase from, or sell to, the fund a specified number of shares or units of a particular security, currency or index at a specified price within a specified period of time.
The premium received is initially recorded as a liability in the Statement of Assets and Liabilities. The option is subsequently marked-to-market daily with the difference between the premium received and the market value of the written option being recorded as unrealized appreciation or depreciation. When a written option expires, the fund realizes a gain equal to the amount of the premium received. The difference between the premium received and the amount paid on effecting a closing transaction is considered a realized gain or loss. When a written put option is exercised, the premium reduces the cost basis of the security purchased by the fund.
At the initiation of the written option contract, for exchange traded options, the fund is required to deposit securities or cash as collateral with the custodian for the benefit of the broker or directly with the clearing broker, based on the type of option. For uncleared options, the fund may post collateral subject to the terms of an ISDA Master Agreement as generally described above if the market value of the options contract moves against it. The fund, as writer of an option, may have no control over whether the underlying securities may be sold (call) or purchased (put) and, as a result, bears the market risk of an unfavorable change in the price of the securities underlying the written option. Losses from writing options can exceed the premium received and can exceed the
13


MFS Technology Portfolio
Notes to Financial Statements (unaudited) - continued
potential loss from an ordinary buy and sell transaction. Although the fund’s market risk may be significant, the maximum counterparty credit risk to the fund is equal to the market value of any collateral posted to the broker. For uncleared options, this risk is mitigated in cases where there is an ISDA Master Agreement between the fund and the counterparty providing for netting as described above.
Short Sales — The fund entered into short sales whereby it sells a security it does not own in anticipation of a decline in the value of that security. The fund will realize a gain if the security price decreases and a loss if the security price increases between the date of the short sale and the date on which the fund replaces the borrowed security. Losses from short sales can exceed the proceeds of the security sold; and they can also exceed the potential loss from an ordinary buy and sell transaction. The amount of any premium, dividends, or interest the fund may be required to pay in connection with a short sale will be recognized as a fund expense. During the six months ended June 30, 2021, this expense amounted to $5,269. The fund segregates cash or marketable securities in an amount that, when combined with the amount of proceeds from the short sale deposited with the broker, at least equals the current market value of the security sold short. At June 30, 2021, the fund had no short sales outstanding.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Dividends received in cash are recorded on the ex-dividend date. Certain dividends from foreign securities will be recorded when the fund is informed of the dividend if such information is obtained subsequent to the ex-dividend date. Dividend payments received in additional securities are recorded on the ex-dividend date in an amount equal to the value of the security on such date.
The fund may receive proceeds from litigation settlements. Any proceeds received from litigation involving portfolio holdings are reflected in the Statement of Operations in realized gain/loss if the security has been disposed of by the fund or in unrealized gain/loss if the security is still held by the fund. Any other proceeds from litigation not related to portfolio holdings are reflected as other income in the Statement of Operations.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability. Foreign taxes, if any, have been accrued by the fund in the accompanying financial statements in accordance with the applicable foreign tax law. Foreign income taxes may be withheld by certain countries in which the fund invests. Additionally, capital gains realized by the fund on securities issued in or by certain foreign countries may be subject to capital gains tax imposed by those countries.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
Book/tax differences primarily relate to wash sale loss deferrals and straddle loss deferrals.
The fund declared no distributions for the year ended December 31, 2020.
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $72,290,560
Gross appreciation 56,881,530
Gross depreciation (709,438)
Net unrealized appreciation (depreciation) $56,172,092
As of 12/31/20  
Undistributed ordinary income 1,120,445
Undistributed long-term capital gain 5,858,782
Net unrealized appreciation (depreciation) 49,076,773
14


MFS Technology Portfolio
Notes to Financial Statements (unaudited) - continued
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income, realized and unrealized gain (loss), and common expenses are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses.
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.75%
In excess of $1 billion 0.70%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $6,712, which is included in the reduction of total expenses in the Statement of Operations. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.74% of the fund's average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses (such as short sale dividend and interest expenses incurred in connection with the fund's investment activity), such that total annual operating expenses do not exceed 1.00% of average daily net assets for the Initial Class shares and 1.25% of average daily net assets for the Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, the fund's actual operating expenses did not exceed the limit and therefore, the investment adviser did not pay any portion of the fund's expenses related to this agreement.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $4,763, which equated to 0.0085% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $232.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0226% of the fund's average daily net assets.
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
Other — The fund invests in the MFS Institutional Money Market Portfolio which is managed by MFS and seeks current income consistent with preservation of capital and liquidity. This money market fund does not pay a management fee to MFS but does incur investment and operating costs.
15


MFS Technology Portfolio
Notes to Financial Statements (unaudited) - continued
The fund is permitted to engage in purchase and sale transactions with funds and accounts for which MFS serves as investment adviser or sub-adviser (“cross-trades”) pursuant to a policy adopted by the Board of Trustees. This policy has been designed to ensure that cross-trades conducted by the fund comply with Rule 17a-7 under the Investment Company Act of 1940. During the six months ended June 30, 2021, the fund engaged in sale transactions pursuant to this policy, which amounted to $15,002. The sales transactions resulted in net realized gains (losses) of $5,095.
The adviser has voluntarily undertaken to reimburse the fund from its own resources on a quarterly basis for the cost of investment research embedded in the cost of the fund’s securities trades. This agreement may be rescinded at any time. For the six months ended June 30, 2021, this reimbursement amounted to $2,786, which is included in “Other” income in the Statement of Operations.
(4)  Portfolio Securities
For the six months ended June 30, 2021, purchases and sales of investments, other than short-term obligations, aggregated $39,709,728 and $27,264,175, respectively.
(5)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
  Shares Amount   Shares Amount
Shares sold          
Initial Class 81,514 $2,602,932   215,421 $5,537,761
Service Class 883,774 26,619,773   1,213,821 29,404,672
  965,288 $29,222,705   1,429,242 $34,942,433
Shares reacquired          
Initial Class (110,552) $(3,577,838)   (203,201) $(5,171,507)
Service Class (443,356) (13,207,332)   (1,074,446) (24,812,025)
  (553,908) $(16,785,170)   (1,277,647) $(29,983,532)
Net change          
Initial Class (29,038) $(974,906)   12,220 $366,254
Service Class 440,418 13,412,441   139,375 4,592,647
  411,380 $12,437,535   151,595 $4,958,901
(6)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $205 and $0, respectively, and are included in “Interest expense and fees” in the Statement of Operations.
(7)  Investments in Affiliated Issuers
An affiliated issuer may be considered one in which the fund owns 5% or more of the outstanding voting securities, or a company which is under common control. For the purposes of this report, the following were affiliated issuers:
16


MFS Technology Portfolio
Notes to Financial Statements (unaudited) - continued
Affiliated Issuers Beginning
Value
Purchases Sales
Proceeds
Realized
Gain
(Loss)
Change in
Unrealized
Appreciation or
Depreciation
Ending
Value
MFS Institutional Money Market Portfolio $3,257,002 $25,181,135 $26,467,989 $— $— $1,970,148
Affiliated Issuers Dividend
Income
Capital Gain
Distributions
MFS Institutional Money Market Portfolio $644 $—
(8)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
17


MFS Technology Portfolio
Statement Regarding Liquidity Risk Management Program
The fund has adopted and implemented a liquidity risk management program (the “Program”) as required by Rule 22e-4 under the Investment Company Act of 1940, as amended. The fund’s Board of Trustees (the “Board”) has designated MFS as the administrator of the Program. The Program is reasonably designed to assess and manage the liquidity risk of the fund. Liquidity risk is the risk that the fund could not meet requests to redeem shares issued by the fund without significant dilution of remaining investors' interests.
MFS provided a written report to the Board for consideration at its April 2021 meeting that addressed the operation of the Program and provided an assessment of the adequacy and effectiveness of the Program during the period from January 1, 2020 to December 31, 2020 (the “Covered Period”). The report concluded that during the Covered Period the Program had operated effectively and had adequately and effectively been implemented to assess and manage the fund’s liquidity risk. MFS also reported that there were no liquidity events that impacted the fund or its ability to timely meet redemptions without dilution to existing shareholders during the Covered Period.
There can be no assurance that the Program will achieve its objectives in the future. Further information on liquidity risk, and other principal risks to which an investment in the fund may be subject, can be found in the prospectus.
18


MFS Technology Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Quarterly Portfolio Disclosure
The fund files a complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-PORT. The fund’s Form N-PORT reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can obtain the portfolio holdings report for the first and third quarters of the fund's fiscal year at  mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Prospectus and Reports” tab.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS Funds on the MFS Web site (mfs.com). This information is available at https://www.mfs.com/announcements or at mfs.com/vit2 by choosing the fund's name and then scrolling to the “Resources” section and clicking on the “Announcements” tab, if any.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
19



Semiannual Report
June 30, 2021
MFS®  U.S. Government
Money Market Portfolio
MFS® Variable Insurance Trust II
MKS-SEM


MFS® U.S. Government Money Market Portfolio
CONTENTS
The report is prepared for the general information of contract owners. It is authorized for distribution to prospective investors only when preceded or accompanied by a current prospectus.
NOT FDIC INSURED  •  MAY LOSE VALUE  •  NO BANK OR CREDIT UNION GUARANTEE  • 
NOT A DEPOSIT  •  NOT INSURED BY ANY FEDERAL GOVERNMENT AGENCY OR NCUA/NCUSIF


MFS U.S. Government Money Market Portfolio
LETTER FROM THE CEO
Dear Contract Owners:
After experiencing dramatic swings in the early days of the coronavirus pandemic, global equity markets have performed strongly over the past year. Though the speedy development of vaccines brightened the economic and market outlook, uncertainty remains as new variants of the virus appear, and questions persist over how fast vaccines can be made widely available in the developing world.
Global central banks have taken aggressive steps to cushion the economic and market fallout related to the virus, and governments are deploying unprecedented levels of fiscal support. Having passed a $1.9 trillion stimulus package in March, the U.S. Congress could approve additional stimulus later this year, some of it focused on infrastructure. Along with extraordinary government expenditures, pent-up consumer demand fueled a surge in economic activity as coronavirus restrictions were eased, pushing up inflation, at least temporarily. Markets initially reacted by pushing up yields on global government bonds, though some of the rate rise has since been corrected.
A spirited debate is underway among investors over whether the current price pressures will persist or prove to be temporary, caused by pandemic-induced bottlenecks. The policy measures put in place to counteract the pandemic's effects have helped build a supportive environment and are encouraging economic recovery; however, if markets disconnect from fundamentals, they can sow the seeds of instability. As such, recent dramatic increases in speculative trading in cryptocurrencies, special purpose acquisition companies (SPACs), and the like bear watching.
In the aftermath of the crisis, we could see societal changes as households, businesses, and governments adjust to a new reality, and any such alterations could affect the investment landscape. For investors, events such as the COVID-19 outbreak demonstrate the importance of having a deep understanding of company fundamentals, and we have built our global research platform to do just that.
At MFS®, we put our clients’ assets to work responsibly by carefully navigating the increasing complexity of global markets and economies. Guided by our long-term philosophy and adhering to our commitment to sustainable investing, we tune out the noise and aim to uncover what we believe are the best, most durable investment opportunities in the market. Our unique global investment platform combines collective expertise, long-term discipline, and thoughtful risk management to create sustainable value for investors.
Respectfully,
Michael W. Roberge
Chief Executive Officer
MFS Investment Management
August 13, 2021
The opinions expressed in this letter are subject to change and may not be relied upon for investment advice. No forecasts can be guaranteed.
1


MFS U.S. Government Money Market Portfolio
Portfolio Composition
Portfolio structure (u)
Composition including fixed income credit quality (a)(u)
A-1+ 54.9%
A-1 45.1%
Other Assets Less Liabilities (o) (0.0)%
Maturity breakdown (u)
0 - 7 days 35.2%
8 - 29 days 29.6%
30 - 59 days 22.7%
60 - 89 days 12.5%
90 - 365 days 0.0%
Other Assets Less Liabilities (o) (0.0)%
 
(a) Ratings are assigned to portfolio securities utilizing ratings from Moody’s, Fitch, and Standard & Poor’s rating agencies and applying the following hierarchy: If all three agencies provide a rating, the middle rating (after dropping the highest and lowest ratings) is assigned; if two of the three agencies rate a security, the lower of the two is assigned. Ratings are shown in the S&P scale. All ratings are subject to change. The fund is not rated by these agencies.
(o) Less than 0.1%.
(u) For purposes of this presentation, accrued interest, where applicable, is included.
From time to time Other Assets Less Liabilities may be negative due to the timing of cash receipts.
Percentages are based on net assets as of June 30, 2021.
The portfolio is actively managed and current holdings may be different.
2


MFS U.S. Government Money Market Portfolio
Expense Table
Fund Expenses Borne by the Contract Holders during the Period,
January 1, 2021 through June 30, 2021
As a contract holder of the fund, you incur ongoing costs, including management fees; distribution and/or service (12b-1) fees; and other fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds.
The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period January 1, 2021 through June 30, 2021.
Actual Expenses
The first line for each share class in the following table provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading entitled “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.
Hypothetical Example for Comparison Purposes
The second line for each share class in the following 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 and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.
Please note that the expenses shown in the table are meant to highlight the fund's ongoing costs only and do not take into account the fees and expenses imposed under the variable contracts through which your investment in the fund is made. Therefore, the second line for each share class in the table is useful in comparing ongoing costs associated with an investment in vehicles (such as the fund) which fund benefits under variable annuity and variable life insurance contracts and to qualified pension and retirement plans only, and will not help you determine the relative total costs of investing in the fund through variable annuity and variable life insurance contracts. If the fees and expenses imposed under the variable contracts were included, your costs would have been higher.
Share
Class
  Annualized
Expense
Ratio
Beginning
Account Value
1/01/21
Ending
Account Value
6/30/21
Expenses
Paid During
Period (p)
1/01/21-6/30/21
Initial Class Actual 0.03% $1,000.00 $1,000.00 $0.15
Hypothetical (h) 0.03% $1,000.00 $1,024.65 $0.15
Service Class Actual 0.03% $1,000.00 $1,000.00 $0.15
Hypothetical (h) 0.03% $1,000.00 $1,024.65 $0.15
(h) 5% class return per year before expenses.
(p) “Expenses Paid During Period” are equal to each class's annualized expense ratio, as shown above, multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).
Notes to Expense Table
As more fully disclosed in Note 3 in the Notes to Financial Statements, the expense ratios reported above include additional expense reductions to avoid a negative yield.
3


MFS U.S. Government Money Market Portfolio
Portfolio of Investments − 6/30/21 (unaudited)
The Portfolio of Investments is a complete list of all securities owned by your fund. It is categorized by broad-based asset classes.
Issuer     Shares/Par Value ($)
U.S. Government Agencies and Equivalents (y) –
78.5%
Fannie Mae, 0.001%, due 7/07/2021   $ 5,279,000 $   5,278,999
Fannie Mae, 0.005%, due 7/07/2021   1,559,000    1,558,999
Fannie Mae, 0.005%, due 8/18/2021   2,746,000    2,745,982
Fannie Mae, 0.001%, due 9/01/2021   6,617,000    6,616,989
Fannie Mae, 0.001%, due 9/08/2021   5,674,000    5,673,989
Fannie Mae, 0.007%, due 9/15/2021   2,568,000    2,567,962
Federal Farm Credit Bank, 0.001%, due 7/02/2021   1,914,000    1,914,000
Federal Farm Credit Bank, 0.01%, due 7/02/2021   1,371,000    1,371,000
Federal Farm Credit Bank, 0.01%, due 7/09/2021   1,643,000    1,642,996
Federal Farm Credit Bank, 0.001%, due 7/13/2021   548,000      548,000
Federal Farm Credit Bank, 0.01%, due 7/15/2021   1,719,000    1,718,993
Federal Farm Credit Bank, 0.01%, due 7/21/2021   853,000      852,995
Federal Farm Credit Bank, 0.03%, due 7/26/2021   2,482,000    2,481,948
Federal Farm Credit Bank, 0.01%, due 8/06/2021   1,369,000    1,368,986
Federal Farm Credit Bank, 0.02%, due 8/06/2021   1,926,000    1,925,961
Federal Home Loan Bank, 0.01%, due 7/14/2021   2,600,000    2,599,991
Federal Home Loan Bank, 0.02%, due 7/21/2021   3,852,000    3,851,957
Federal Home Loan Bank, 0.01%, due 7/30/2021   1,377,000    1,376,989
Federal Home Loan Bank, 0.01%, due 8/04/2021   4,500,000    4,499,958
Federal Home Loan Bank, 0.02%, due 9/01/2021   2,717,000    2,716,906
Federal Home Loan Bank, 0.02%, due 9/03/2021   9,682,000    9,681,656
U.S. Treasury Bill, 0.015%, due 7/01/2021   6,881,000    6,881,000
U.S. Treasury Bill, 0.006%, due 7/06/2021   11,579,000 11,578,991
U.S. Treasury Bill, 0.01%, due 7/06/2021   3,935,000    3,934,995
U.S. Treasury Bill, 0.003%, due 7/08/2021   3,830,000    3,829,998
U.S. Treasury Bill, 0.008%, due 7/13/2021   2,650,000    2,649,993
Issuer     Shares/Par Value ($)
U.S. Government Agencies and Equivalents (y) –
continued
U.S. Treasury Bill, 0.035%, due 7/13/2021   $ 5,733,000 $   5,732,933
U.S. Treasury Bill, 0.005%, due 7/15/2021   19,674,000 19,673,962
U.S. Treasury Bill, 0.015%, due 7/15/2021   8,000,000    7,999,953
U.S. Treasury Bill, 0.003%, due 7/20/2021   2,306,000    2,305,997
U.S. Treasury Bill, 0.005%, due 7/20/2021   3,580,000    3,579,991
U.S. Treasury Bill, 0.005%, due 7/22/2021   13,696,000 13,695,960
U.S. Treasury Bill, 0.015%, due 7/22/2021   1,929,000    1,928,983
U.S. Treasury Bill, 0.03%, due 7/27/2021   6,250,000    6,249,865
U.S. Treasury Bill, 0.003%, due 8/03/2021   8,919,000    8,918,980
U.S. Treasury Bill, 0.005%, due 8/10/2021   19,723,000 19,722,890
U.S. Treasury Bill, 0.005%, due 8/17/2021   3,798,000    3,797,975
U.S. Treasury Bill, 0.005%, due 8/19/2021   9,716,000    9,715,934
U.S. Treasury Bill, 0.035%, due 8/24/2021   7,812,000    7,811,590
U.S. Treasury Bill, 0.018%, due 9/02/2021   2,817,000    2,816,914
U.S. Treasury Bill, 0.015%, due 9/09/2021   2,358,000    2,357,931
U.S. Treasury Bill, 0.035%, due 9/14/2021   1,051,000    1,050,923
Total U.S. Government Agencies and Equivalents, at Amortized Cost and Value     $ 209,231,014
Repurchase Agreements – 21.5%  
Bank of America Corp. Repurchase Agreement, 0.05%, dated 6/30/2021, due 7/01/2021, total to be received $28,656,040 (secured by U.S. Treasury obligations and Federal Agency obligations valued at $29,341,320)   $28,656,000 $ 28,656,000
JPMorgan Chase & Co. Repurchase Agreement, 0.05%, dated 6/30/2021, due 7/01/2021, total to be received $28,726,040 (secured by U.S. Treasury obligations and Federal Agency obligations valued at $29,300,604)   28,726,000 28,726,000
Total Repurchase Agreements, at Cost and Value        $ 57,382,000
Other Assets, Less Liabilities – (0.0)%          (85,680)
Net Assets – 100.0%     $ 266,527,334
    
 
(y) The rate shown represents an annualized yield at time of purchase.
See Notes to Financial Statements
4


MFS U.S. Government Money Market Portfolio
Financial Statements Statement of Assets and Liabilities (unaudited)
This statement represents your fund’s balance sheet, which details the assets and liabilities comprising the total value of the fund.
At 6/30/21
Assets
 
Investments in unaffiliated issuers, at cost and value $209,231,014
Investments in unaffiliated repurchase agreements, at cost and value 57,382,000
Cash 379
Receivables for  
Fund shares sold 652,476
Interest 80
Receivable from investment adviser and distributor 21,515
Other assets 1,164
Total assets $267,288,628
Liabilities  
Payables for  
Fund shares reacquired $705,978
Payable to affiliates  
Administrative services fee 251
Shareholder servicing costs 30
Accrued expenses and other liabilities 55,035
Total liabilities $761,294
Net assets $266,527,334
Net assets consist of  
Paid-in capital $266,527,019
Total distributable earnings (loss) 315
Net assets $266,527,334
Shares of beneficial interest outstanding 266,747,065
  Net assets Shares
outstanding
Net asset value
per share
Initial Class $155,149,967 155,278,327 $1.00
Service Class 111,377,367 111,468,738 1.00
See Notes to Financial Statements
5


MFS U.S. Government Money Market Portfolio
Financial Statements Statement of Operations (unaudited)
This statement describes how much your fund earned in investment income and accrued in expenses. It also describes any gains and/or losses generated by fund operations.
Six months ended 6/30/21  
Net investment income (loss)  
Income  
Interest $44,746
Other 1,398
Total investment income $46,144
Expenses  
Management fee $531,216
Distribution and/or service fees 138,761
Shareholder servicing costs 3,006
Administrative services fee 22,490
Independent Trustees' compensation 2,997
Custodian fee 6,301
Shareholder communications 9,324
Audit and tax fees 18,808
Legal fees 1,057
Miscellaneous 15,572
Total expenses $749,532
Reduction of expenses by investment adviser and distributor (703,388)
Net expenses $46,144
Net investment income (loss) $0
Change in net assets from operations $0
See Notes to Financial Statements
6


MFS U.S. Government Money Market Portfolio
Financial Statements Statements of Changes in Net Assets
These statements describe the increases and/or decreases in net assets resulting from operations, any distributions, and any shareholder transactions.
  Six months ended Year ended
  6/30/21
(unaudited)
12/31/20
Change in net assets    
From operations    
Net investment income (loss) $0 $569,717
Net realized gain (loss) 0 300
Change in net assets from operations $0 $570,017
Total distributions to shareholders $— $(569,717)
Change in net assets from fund share transactions $(4,394,628) $6,689,361
Total change in net assets $(4,394,628) $6,689,661
Net assets    
At beginning of period 270,921,962 264,232,301
At end of period $266,527,334 $270,921,962
See Notes to Financial Statements
7


MFS U.S. Government Money Market Portfolio
Financial Statements Financial Highlights
The financial highlights table is intended to help you understand the fund's financial performance for the semiannual period and the past 5 fiscal years. 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 share class (assuming reinvestment of all distributions) held for the entire period.
Initial Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
Income (loss) from investment operations            
Net investment income (loss) (d) $0.00 $0.00(w) $0.02 $0.01 $0.00(w) $0.00(c)(w)
Net realized and unrealized gain (loss) 0.00 0.00(w) 0.00(w) 0.00(w) 0.00(w)
Total from investment operations $0.00 $0.00(w) $0.02 $0.01 $0.00(w) $0.00(w)
Less distributions declared to shareholders            
From net investment income $— $(0.00)(w) $(0.02) $(0.01) $(0.00)(w) $(0.00)(w)
Net asset value, end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
Total return (%) (k)(r) 0.00(n) 0.22 1.63 1.26 0.30 0.01(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.46(a) 0.52 0.56 0.56 0.56 0.53(c)
Expenses after expense reductions (f) 0.03(a) 0.24 0.55 0.55 0.54 0.30(c)
Net investment income (loss) 0.00(a) 0.20 1.63 1.25 0.29 0.01(c)
Net assets at end of period (000 omitted) $155,150 $155,937 $149,689 $160,304 $168,107 $179,458
Service Class  Six months
ended
Year ended
  6/30/21
(unaudited)
12/31/20 12/31/19 12/31/18 12/31/17 12/31/16
Net asset value, beginning of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
Income (loss) from investment operations            
Net investment income (loss) (d) $0.00 $0.00(w) $0.02 $0.01 $0.00(w) $0.00(c)(w)
Net realized and unrealized gain (loss) 0.00 0.00(w) 0.00(w) 0.00(w) 0.00(w)
Total from investment operations $0.00 $0.00(w) $0.02 $0.01 $0.00(w) $0.00(w)
Less distributions declared to shareholders            
From net investment income $— $(0.00)(w) $(0.02) $(0.01) $(0.00)(w) $(0.00)(w)
Net asset value, end of period $1.00 $1.00 $1.00 $1.00 $1.00 $1.00
Total return (%) (k)(r) 0.00(n) 0.22 1.63 1.26 0.29 0.01(c)
Ratios (%) (to average net assets)
and Supplemental data:
           
Expenses before expense reductions (f) 0.71(a) 0.77 0.81 0.81 0.81 0.79(c)
Expenses after expense reductions (f) 0.03(a) 0.25 0.55 0.55 0.55 0.30(c)
Net investment income (loss) 0.00(a) 0.21 1.64 1.24 0.27 0.01(c)
Net assets at end of period (000 omitted) $111,377 $114,985 $114,543 $128,156 $146,428 $182,935
    
See Notes to Financial Statements
8


MFS U.S. Government Money Market Portfolio
Financial Highlights - continued
(a) Annualized.
(c) Amount reflects a one-time reimbursement of expenses by the custodian (or former custodian) without which net investment income and performance would be lower and expenses would be higher.
(d) Per share data is based on average shares outstanding.
(f) Ratios do not reflect reductions from fees paid indirectly, if applicable.
(k) The total return does not reflect expenses that apply to separate accounts. Inclusion of these charges would reduce the total return figures for all periods shown.
(n) Not annualized.
(r) Certain expenses have been reduced without which performance would have been lower.
(w) Per share amount was less than $0.01.
See Notes to Financial Statements
9


MFS U.S. Government Money Market Portfolio
Notes to Financial Statements (unaudited)
(1)  Business and Organization
MFS U.S. Government Money Market Portfolio (the fund) is a diversified series of MFS Variable Insurance Trust II (the trust). The trust is organized as a Massachusetts business trust and is registered under the Investment Company Act of 1940, as amended, as an open-end management investment company. The shareholders of each series of the trust are separate accounts of insurance companies, which offer variable annuity and/or life insurance products, and qualified retirement and pension plans.
The fund is an investment company and accordingly follows the investment company accounting and reporting guidance of the Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 946 Financial Services - Investment Companies.
(2)  Significant Accounting Policies
General — The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates. In the preparation of these financial statements, management has evaluated subsequent events occurring after the date of the fund’s Statement of Assets and Liabilities through the date that the financial statements were issued.
Certain of the fund's investments, derivatives, debt and other contracts may be based on reference interest rates such as the London Interbank Offered Rate (“LIBOR”). In 2017, the regulatory authority that oversees financial services firms in the United Kingdom announced plans to transition away from LIBOR by the end of 2021. In March 2021, the administrator of LIBOR announced the extension of the publication of the more commonly used U.S. dollar LIBOR settings to the end of June 2023. Although the full impacts of the transition away from LIBOR are not fully known, the transition may result in, among other things, an increase in volatility or illiquidity of the markets for instruments that currently rely on LIBOR to determine interest rates and this could have an adverse impact on the fund's performance. With respect to the fund's accounting for investments, derivatives, debt and other contracts that undergo reference rate-related modifications as a result of the transition, management will rely upon the relief provided by FASB Codification Topic 848 – Reference Rate Reform (Topic 848). The guidance in Topic 848 permits the fund to disregard the GAAP accounting requirements around certain contract modifications resulting from the LIBOR transition such that for contracts considered in scope, the fund can account for those modified contracts as a continuation of the existing contracts.
Balance Sheet Offsetting — The fund's accounting policy with respect to balance sheet offsetting is that, absent an event of default by the counterparty or a termination of the agreement, the International Swaps and Derivatives Association (ISDA) Master Agreement, or similar agreement, does not result in an offset of reported amounts of financial assets and financial liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. The fund's right to setoff may be restricted or prohibited by the bankruptcy or insolvency laws of the particular jurisdiction to which a specific master netting agreement counterparty is subject. Balance sheet offsetting disclosures, to the extent applicable to the fund, have been included in the fund’s Significant Accounting Policies note under the captions for each of the fund’s in-scope financial instruments and transactions.
Investment Valuations Pursuant to procedures approved by the Board of Trustees, investments held by the fund are generally valued at amortized cost, which approximates market value. Amortized cost involves valuing an instrument at its cost as adjusted for amortization of premium or accretion of discount rather than its current market value. The amortized cost value of an instrument can be different from the market value of an instrument.
Various inputs are used in determining the value of the fund's assets or liabilities. These inputs are categorized into three broad levels. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment's level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The fund's assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the investment. Level 1 includes unadjusted quoted prices in active markets for identical assets or liabilities. Level 2 includes other significant observable market-based inputs (including quoted prices for similar securities, interest rates, prepayment speed, and credit risk). Level 3 includes unobservable inputs, which may include the adviser's own assumptions in determining the fair value of investments. The following is a summary of the levels used as of June 30, 2021 in valuing the fund's assets or liabilities:
Financial Instruments Level 1 Level 2 Level 3 Total
Short-Term Securities $— $266,613,014 $— $266,613,014
For further information regarding security characteristics, see the Portfolio of Investments.
10


MFS U.S. Government Money Market Portfolio
Notes to Financial Statements (unaudited) - continued
Repurchase Agreements — The fund enters into repurchase agreements under the terms of Master Repurchase Agreements with approved counterparties. Each repurchase agreement is recorded at cost. The fund requires that the securities collateral in a repurchase transaction be transferred to a custodian. The fund monitors, on a daily basis, the value of the collateral to ensure that its value, including accrued interest, is greater than amounts owed to the fund under each such repurchase agreement. Upon an event of default under a Master Repurchase Agreement, the non-defaulting party may close out all transactions traded under such agreement and net amounts owed under each transaction to one net amount payable by one party to the other. Absent an event of default, the Master Repurchase Agreement does not result in an offset of reported amounts of assets and liabilities in the Statement of Assets and Liabilities across transactions between the fund and the applicable counterparty. At June 30, 2021, the fund had investments in repurchase agreements with a gross value of $57,382,000 in the Statement of Assets and Liabilities. The value of the related collateral exceeded the value of the repurchase agreements at period end.
Indemnifications — Under the fund's organizational documents, its officers and Trustees may be indemnified against certain liabilities and expenses arising out of the performance of their duties to the fund. Additionally, in the normal course of business, the fund enters into agreements with service providers that may contain indemnification clauses. The fund's maximum exposure under these agreements is unknown as this would involve future claims that may be made against the fund that have not yet occurred.
Investment Transactions and Income — Investment transactions are recorded on the trade date. Interest income is recorded on the accrual basis. All premium and discount is amortized or accreted for financial statement purposes in accordance with U.S. generally accepted accounting principles.
Tax Matters and Distributions — The fund intends to qualify as a regulated investment company, as defined under Subchapter M of the Internal Revenue Code, and to distribute all of its taxable income, including realized capital gains. As a result, no provision for federal income tax is required. The fund’s federal tax returns, when filed, will remain subject to examination by the Internal Revenue Service for a three year period. Management has analyzed the fund’s tax positions taken on federal and state tax returns for all open tax years and does not believe that there are any uncertain tax positions that require recognition of a tax liability.
Distributions to shareholders are recorded on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from U.S. generally accepted accounting principles. Certain capital accounts in the financial statements are periodically adjusted for permanent differences in order to reflect their tax character. These adjustments have no impact on net assets or net asset value per share. Temporary differences which arise from recognizing certain items of income, expense, gain or loss in different periods for financial statement and tax purposes will reverse at some time in the future.
During the year ended December 31, 2020, there were no significant adjustments due to differences between book and tax accounting.
The tax character of distributions declared to shareholders for the last fiscal year is as follows:
  Year ended
12/31/20
Ordinary income (including any short-term capital gains) $569,717
The federal tax cost and the tax basis components of distributable earnings were as follows:
As of 6/30/21  
Cost of investments $266,613,014
As of 12/31/20  
Undistributed ordinary income 315
The aggregate cost above includes prior fiscal year end tax adjustments, if applicable.
Multiple Classes of Shares of Beneficial Interest — The fund offers multiple classes of shares, which differ in their respective distribution and/or service fees. The fund's income and common expenses are allocated to shareholders based on the value of settled shares outstanding of each class. The fund's realized and unrealized gain (loss) are allocated to shareholders based on the daily net assets of each class. Dividends are declared separately for each class. Differences in per share dividend rates are generally due to differences in separate class expenses. The fund’s distributions declared to shareholders as reported in the Statements of Changes in Net Assets are presented by class as follows:
11


MFS U.S. Government Money Market Portfolio
Notes to Financial Statements (unaudited) - continued
  Six months ended
6/30/21
  Year ended
12/31/20
Initial Class $—   $326,608
Service Class   243,109
Total $—   $569,717
(3)  Transactions with Affiliates
Investment Adviser — The fund has an investment advisory agreement with MFS to provide overall investment management and related administrative services and facilities to the fund. The management fee is computed daily and paid monthly at the following annual rates based on the fund's average daily net assets:
Up to $1 billion 0.40%
In excess of $1 billion 0.35%
MFS has agreed in writing to reduce its management fee by a specified amount if certain MFS mutual fund assets exceed thresholds agreed to by MFS and the fund's Board of Trustees. For the six months ended June 30, 2021, this management fee reduction amounted to $15,870, which is included in the reduction of total expenses in the Statement of Operations. MFS has also agreed to voluntarily waive receipt of the fund’s management fee in order to avoid a negative yield. For the six months ended June 30, 2021, this voluntary waiver amounted to $511,873 and had the effect of reducing the management fee by 0.39% of average daily net assets on an annualized basis. The management fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.00% of the fund’s average daily net assets.
The investment adviser has agreed in writing to pay a portion of the fund’s total annual operating expenses, excluding interest, taxes, extraordinary expenses, brokerage and transaction costs, and investment-related expenses, such that total annual operating expenses do not exceed 0.45% of average daily net assets for each of the Initial Class and Service Class shares. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, the fund’s actual operating expenses did not exceed the limits described above and therefore, the investment adviser did not pay any portion of the fund’s expenses related to this agreement. MFS has also agreed to voluntarily reimburse the fund's operating expenses in order to avoid a negative yield. For the six months ended June 30, 2021, this voluntary reimbursement amounted to $36,884 and had the effect of reducing operating expenses by 0.03% of average daily net assets on an annualized basis.
Distributor — MFS Fund Distributors, Inc. (MFD), a wholly-owned subsidiary of MFS, is the distributor of shares of the fund. The Trustees have adopted a distribution plan for the Service Class shares pursuant to Rule 12b-1 under the Investment Company Act of 1940.
The fund's distribution plan provides that the fund will pay MFD distribution and/or service fees equal to 0.25% per annum of its average daily net assets attributable to Service Class shares as partial consideration for services performed and expenses incurred by MFD and financial intermediaries (including participating insurance companies that invest in the fund to fund variable annuity and variable life insurance contracts, sponsors of qualified retirement and pension plans that invest in the fund, and affiliates of these participating insurance companies and plan sponsors) in connection with the sale and distribution of the Service Class shares. MFD may subsequently pay all, or a portion, of the distribution and/or service fees to financial intermediaries. MFD has agreed in writing to waive the entire 0.25% distribution and/or service fee. This written agreement will continue until modified by the fund’s Board of Trustees, but such agreement will continue at least until April 30, 2023. For the six months ended June 30, 2021, this waiver amounted to $138,761, which is included in the reduction of total expenses in the Statement of Operations. The distribution and/or service fees incurred for the six months ended June 30, 2021 were equivalent to an annual effective rate of 0.00% of the average daily net assets attributable to Service Class shares.
Shareholder Servicing Agent — MFS Service Center, Inc. (MFSC), a wholly-owned subsidiary of MFS, receives a fee from the fund for its services as shareholder servicing agent. For the six months ended June 30, 2021, the fee was $2,846, which equated to 0.0021% annually of the fund's average daily net assets. MFSC also receives reimbursement from the fund for out-of-pocket expenses paid by MFSC on behalf of the fund. For the six months ended June 30, 2021, these costs amounted to $160.
Administrator — MFS provides certain financial, legal, shareholder communications, compliance, and other administrative services to the fund. Under an administrative services agreement, the fund reimburses MFS the costs incurred to provide these services. The fund is charged an annual fixed amount of $17,500 plus a fee based on average daily net assets. The administrative services fee incurred for the six months ended June 30, 2021 was equivalent to an annual effective rate of 0.0169% of the fund's average daily net assets.
12


MFS U.S. Government Money Market Portfolio
Notes to Financial Statements (unaudited) - continued
Trustees’ and Officers’ Compensation — The fund pays compensation to independent Trustees in the form of a retainer, attendance fees, and additional compensation to Board and Committee chairpersons. The fund does not pay compensation directly to Trustees or officers of the fund who are also officers of the investment adviser, all of whom receive remuneration from MFS for their services to the fund. Certain officers and Trustees of the fund are officers or directors of MFS, MFD, and MFSC.
(4)  Shares of Beneficial Interest
The fund's Declaration of Trust permits the Trustees to issue an unlimited number of full and fractional shares of beneficial interest. The number of shares sold, reinvested and reacquired corresponds to the net proceeds from the sale of shares, reinvestment of distributions and cost of shares reacquired, respectively, since shares are sold and reacquired at $1.00 per share. Transactions in fund shares were as follows:
  Six months ended
6/30/21
  Year ended
12/31/20
Shares sold      
Initial Class 27,002,220   71,530,784
Service Class 16,822,068   64,994,305
  43,824,288   136,525,089
Shares issued to shareholders in
reinvestment of distributions
     
Initial Class   326,608
Service Class   243,109
    569,717
Shares reacquired      
Initial Class (27,794,593)   (65,600,762)
Service Class (20,424,323)   (64,804,683)
  (48,218,916)   (130,405,445)
Net change      
Initial Class (792,373)   6,256,630
Service Class (3,602,255)   432,731
  (4,394,628)   6,689,361
(5)  Line of Credit
The fund and certain other funds managed by MFS participate in a $1.25 billion unsecured committed line of credit of which $1 billion is reserved for use by the fund and certain other MFS U.S. funds. The line of credit is provided by a syndicate of banks under a credit agreement. Borrowings may be made for temporary financing needs. Interest is charged to each fund, based on its borrowings, generally at a rate equal to the highest of one month LIBOR, the Federal Funds Effective Rate and the Overnight Bank Funding Rate, plus an agreed upon spread. A commitment fee, based on the average daily, unused portion of the committed line of credit, is allocated among the participating funds. In addition, the fund and other funds managed by MFS have established unsecured uncommitted borrowing arrangements with certain banks for temporary financing needs. Interest is charged to each fund, based on its borrowings, at rates equal to customary reference rates plus an agreed upon spread. For the six months ended June 30, 2021, the fund’s commitment fee and interest expense were $567 and $0, respectively, and are included in “Miscellaneous” expense in the Statement of Operations.
(6)  Impacts of COVID-19
The pandemic related to the global spread of novel coronavirus disease (COVID-19), which was first detected in December 2019, has resulted in significant disruptions to global business activity and the global economy, as well as the economies of individual countries, the financial performance of individual companies and sectors, and the securities and commodities markets in general. Multiple surges in cases globally, the availability and widespread adoption of vaccines, and the emergence of variant strains of the virus continue to create uncertainty as to the future and long-term impacts resulting from the pandemic including impacts to the prices and liquidity of the fund's investments and the fund's performance.
13


MFS U.S. Government Money Market Portfolio
Proxy Voting Policies and Information
MFS votes proxies on behalf of the fund pursuant to proxy voting policies and procedures that are available without charge, upon request, by calling 1-800-225-2606, by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Information regarding how the fund voted proxies relating to portfolio securities during the most recent twelve-month period ended June 30 is available by August 31 of each year without charge by visiting mfs.com/proxyvoting, or by visiting the SEC’s Web site at http://www.sec.gov.
Portfolio Holdings Information
The fund files monthly portfolio information with the SEC on Form N-MFP. The fund’s Form N-MFP reports are available on the SEC’s Web site at  http://www.sec.gov. A shareholder can also access the fund’s portfolio holdings as of each month end and the fund’s Form N-MFP reports at  mfs.com/vit2 after choosing “Click here for access to Money Market fund reports”.
FURTHER INFORMATION
From time to time, MFS may post important information about the fund or the MFS funds on the MFS web site (mfs.com). This information is available at https://www.mfs.com/en-us/what-we-do/announcements.html or at mfs.com/vit2 by choosing the fund's name.
Information About Fund Contracts and Legal Claims
The fund has entered into contractual arrangements with an investment adviser, administrator, distributor, shareholder servicing agent, 529 program manager (if applicable), and custodian who each provide services to the fund. Unless expressly stated otherwise, shareholders are not parties to, or intended beneficiaries of these contractual arrangements, and these contractual arrangements are not intended to create any shareholder right to enforce them against the service providers or to seek any remedy under them against the service providers, either directly or on behalf of the fund.
Under the Trust’s By-Laws and Declaration of Trust, any claims asserted against or on behalf of the MFS Funds, including claims against Trustees and Officers, must be brought in state and federal courts located within the Commonwealth of Massachusetts.
14



Item 1(b):

Not applicable


ITEM 2.

CODE OF ETHICS.

During the period covered by this report, the Registrant has not amended any provision in its Code of Ethics (the “Code”) that relates to an element of the Code’s definitions enumerated in paragraph (b) of Item 2 of this Form N-CSR. During the period covered by this report, the Registrant did not grant a waiver, including an implicit waiver, from any provision of the Code.

 

ITEM 3.

AUDIT COMMITTEE FINANCIAL EXPERT.

Not applicable for semi-annual reports.

 

ITEM 4.

PRINCIPAL ACCOUNTANT FEES AND SERVICES.

Not applicable for semi-annual reports.

 

ITEM 5.

AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable to the Registrant.

 

ITEM 6.

INVESTMENTS

A schedule of investments for each series of the Registrant is included as part of the report to shareholders of such series under Item 1(a) of this Form N-CSR.

 

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 were no material changes to the procedures by which shareholders may send recommendations to the Board for nominees to the Registrant’s Board since the Registrant last provided disclosure as to such procedures in response to the requirements of Item 407 (c)(2)(iv) of Regulation S-K or this Item.


ITEM 11.

CONTROLS AND PROCEDURES.

 

(a)

Based upon their evaluation of the effectiveness of the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940 (the “Act”)) as conducted within 90 days of the filing date of this report on Form N-CSR, the registrant’s principal financial officer and principal executive officer have concluded that those disclosure controls and procedures provide reasonable assurance that the material information required to be disclosed by the registrant on this report is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms.

 

(b)

There were no changes in the registrant’s internal controls over financial reporting (as defined in Rule 30a-3(d) under the Act) that occurred during the period covered by the report that have materially affected, or are reasonably likely to materially affect, the registrant’s internal control over financial reporting.

 

ITEM 12.

DISCLOSURE OF SECURITIES LENDING ACTIVITIES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable to the Registrant.

 

ITEM 13.

EXHIBITS.

 

(a)    (1)

Any code of ethics, or amendment thereto, that is the subject of the disclosure required by Item 2, to the extent that the registrant intends to satisfy the Item 2 requirements through filing of an exhibit. Not applicable.

 

  (2)

A separate certification for each principal executive officer and principal financial officer of the registrant as required by Rule 30a-2(a) under the Act (17 CFR 270.30a-2): Attached hereto as EX-99.302CERT.

 

  (3)

Any written solicitation to purchase securities under Rule 23c-1 under the Act (17 CFR 270.23c-1) sent or given during the period covered by the report by or on behalf of the registrant to 10 or more persons. Not applicable.

 

  (4)

Change in the registrant’s independent public accountant. Not applicable.

 

(b)

If the report is filed under Section 13(a) or 15(d) of the Exchange Act, provide the certifications required by Rule 30a-2(b) under the Act (17 CFR 270.30a-2(b)), Rule 13a-14(b) or Rule 15d-14(b) under the Exchange Act (17 CFR 240.13a-14(b) or 240.15d-14(b)) and Section 1350 of Chapter 63 of Title 18 of the United States Code (18 U.S.C. 1350) as an exhibit. A certification furnished pursuant to this paragraph will not be deemed “filed” for the purposes of Section 18 of the Exchange Act (15 U.S.C. 78r), or otherwise subject to the liability of that section. Such certification will not be deemed to be incorporated by reference into any filing under the Securities Act of 1933 or the Exchange Act, except to the extent that the registrant specifically incorporates it by reference. Attached hereto as EX-99.906CERT.


Notice

A copy of the Amended and Restated Declaration of Trust, as amended, of the Registrant is on file with the Secretary of State of The Commonwealth of Massachusetts and notice is hereby given that this instrument is executed on behalf of the Registrant by an officer of the Registrant as an officer and not individually and the obligations of or arising out of this instrument are not binding upon any of the Trustees or shareholders individually, but are binding only upon the assets and property of the respective constituent series of the Registrant.

 


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) MFS VARIABLE INSURANCE TRUST II

 

By (Signature and Title)*    /S/ DAVID L. DILORENZO
  David L. DiLorenzo, President

Date: August 13, 2021

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/ DAVID L. DILORENZO
 

David L. DiLorenzo, President

(Principal Executive Officer)

Date: August 13, 2021

 

By (Signature and Title)*    /S/ JAMES O. YOST
 

James O. Yost, Treasurer

(Principal Financial Officer

and Accounting Officer)

Date: August 13, 2021

 

*

Print name and title of each signing officer under his or her signature.

EX-99.CERT 2 d147138dex99cert.htm SECTION 302 CERTIFICATIONS SECTION 302 CERTIFICATIONS

EX-99.302CERT

MFS VARIABLE INSURANCE TRUST II

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT

I, James O. Yost, certify that:

 

1.

I have reviewed this report on Form N-CSR of MFS Variable Insurance Trust II;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

  a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

  b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

  c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

  d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by the report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5.

The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

  a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

 

  b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 13, 2021     /S/ JAMES O. YOST
    James O. Yost
   

Treasurer (Principal Financial Officer and

Accounting Officer)


EX-99.302CERT

MFS VARIABLE INSURANCE TRUST II

CERTIFICATION PURSUANT TO SECTION 302 OF THE SARBANES-OXLEY ACT

I, David L. DiLorenzo, certify that:

 

1.

I have reviewed this report on Form N-CSR of MFS Variable Insurance Trust II;

 

2.

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

 

3.

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

 

4.

The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

 

  a.

Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

 

  b.

Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 

  c.

Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures as of a date within 90 days prior to the filing date of this report based on such evaluation; and

 

  d.

Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the period covered by the report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and


5.

The registrant’s other certifying officer and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

 

  a.

All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

 

  b.

Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

 

Date: August 13, 2021     /S/ DAVID L. DILORENZO
    David L. DiLorenzo
    President (Principal Executive Officer)
EX-99.906CERT 3 d147138dex99906cert.htm SECTION 906 CERTIFICATIONS SECTION 906 CERTIFICATIONS

EX-99.906CERT

MFS VARIABLE INSURANCE TRUST II

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT

I, James O. Yost, certify that, to my knowledge:

 

1.

The Form N-CSR (the “Report”) of MFS Variable Insurance Trust II (the “Registrant”) fully complies for the period covered by the Report with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2.

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

 

Date: August 13, 2021     /S/ JAMES O. YOST
    James O. Yost
   

Treasurer (Principal Financial Officer and

Accounting Officer)

A signed original of this written statement required by Section 906 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.


EX-99.906CERT

MFS VARIABLE INSURANCE TRUST II

CERTIFICATION PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT

I, David L. DiLorenzo, certify that, to my knowledge:

 

1.

The Form N-CSR (the “Report”) of MFS Variable Insurance Trust II (the “Registrant”) fully complies for the period covered by the Report with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

 

2.

The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

 

Date: August 13, 2021     /S/ DAVID L. DILORENZO
    David L. DiLorenzo
    President (Principal Executive Officer)

A signed original of this written statement required by Section 906 has been provided to the Registrant and will be retained by the Registrant and furnished to the Securities and Exchange Commission or its staff upon request.

GRAPHIC 4 g147138img0211c8cd3.jpg GRAPHIC begin 644 g147138img0211c8cd3.jpg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end GRAPHIC 5 g147138img06fc92e43.jpg GRAPHIC begin 644 g147138img06fc92e43.jpg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end GRAPHIC 6 g147138img080e33914.gif GRAPHIC begin 644 g147138img080e33914.gif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end GRAPHIC 7 g147138img087dc2821.gif GRAPHIC begin 644 g147138img087dc2821.gif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g147138img09a3c34b5.jpg GRAPHIC begin 644 g147138img09a3c34b5.jpg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g147138img0c23f77b1.gif GRAPHIC begin 644 g147138img0c23f77b1.gif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g147138img0d75da5a4.gif GRAPHIC begin 644 g147138img0d75da5a4.gif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end GRAPHIC 11 g147138img0f24c2885.jpg GRAPHIC begin 644 g147138img0f24c2885.jpg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g147138img1042e92a1.gif GRAPHIC begin 644 g147138img1042e92a1.gif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g147138img12d18aee2.gif GRAPHIC begin 644 g147138img12d18aee2.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 14 g147138img173c418a3.jpg GRAPHIC begin 644 g147138img173c418a3.jpg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end GRAPHIC 15 g147138img1877194f4.gif GRAPHIC begin 644 g147138img1877194f4.gif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end GRAPHIC 16 g147138img191cfb362.gif GRAPHIC begin 644 g147138img191cfb362.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 17 g147138img1a5c63a04.gif GRAPHIC begin 644 g147138img1a5c63a04.gif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end GRAPHIC 18 g147138img1baecc8b5.jpg GRAPHIC begin 644 g147138img1baecc8b5.jpg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end GRAPHIC 19 g147138img1c72a3a03.jpg GRAPHIC begin 644 g147138img1c72a3a03.jpg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end GRAPHIC 20 g147138img1cb6be492.gif GRAPHIC begin 644 g147138img1cb6be492.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 21 g147138img1f8efb636.jpg GRAPHIC begin 644 g147138img1f8efb636.jpg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end GRAPHIC 22 g147138img2149ef903.jpg GRAPHIC begin 644 g147138img2149ef903.jpg M_]C_X 02D9)1@ ! 0$ 9 !D #_X@H@24-#7U!23T9)3$4 0$ H0 M (0 !M;G1R4D="(%A96B !A8W-P05!03 M ]M4 0 #3+ M ID97-C _ M 'QC<')T !> "AW='!T !H !1B:W!T !M !1R6%E: ! MR !1G6%E: !W !1B6%E: !\ !1R5%)# "! " QG5%)# M "! " QB5%)# "! " QD97-C ")!"!3;V9T=V%R92 R M,#$Q %A96B #S40 ! 1;,6%E:( !8 M65H@ ;Z( #CU #D%A96B !BF0 MX4 !C:6%E:( M "2@ /A ML]C=7)V ! % H #P 4 !D '@ C "@ M+0 R #< .P! $4 2@!/ %0 60!> &, : !M '( =P!\ ($ A@"+ ) E0": M )\ I "I *X L@"W +P P0#& ,L T #5 -L X #E .L \ #V /L! 0$' 0T! M$P$9 1\!)0$K 3(!. $^ 44!3 %2 5D!8 %G 6X!=0%\ 8,!BP&2 9H!H0&I M ;$!N0'! $!Z0'R ?H" P(, A0"'0(F B\". )! DL"5 )= F<" M<0)Z H0"C@*8 J("K *V L$"RP+5 N "ZP+U P #"P,6 R$#+0,X T,#3P-: M V8#<@-^ XH#E@.B ZX#N@/' ],#X /L _D$!@03!" $+00[!$@$501C!'$$ M?@2,!)H$J 2V!,0$TP3A!/ $_@4-!1P%*P4Z!4D%6 5G!7<%A@66!:8%M07% M!=4%Y07V!@8&%@8G!C<&2 99!FH&>P:,!IT&KP; !M$&XP;U!P<'&09!ZP'OP?2!^4'^ @+"!\(,@A&"%H(;@B"")8(J@B^"-((YPC[ M"1 ))0DZ"4\)9 EY"8\)I FZ"<\)Y0G["A$*)PH]"E0*:@J!"I@*K@K%"MP* M\PL+"R(+.0M1"VD+@ N8"[ +R OA"_D,$@PJ#$,,7 QU#(X,IPS #-D,\PT- M#28-0 U:#70-C@VI#<,-W@WX#A,.+@Y)#F0.?PZ;#K8.T@[N#PD/)0]!#UX/ M>@^6#[,/SP_L$ D0)A!#$&$0?A";$+D0UQ#U$1,1,1%/$6T1C!&J$)%ZX7TA?W M&!L80!AE&(H8KQC5&/H9(!E%&6L9D1FW&=T:!!HJ&E$:=QJ>&L4:[!L4&SL; M8QN*&[(;VAP"'"H<4AQ['*,0!YJ'I0>OA[I M'Q,?/A]I'Y0?OQ_J(!4@02!L()@@Q"#P(1PA2"%U(:$ASB'[(B--@U M$S5--8Y",$)R0K5"]T,Z0WU#P$0#1$=$BD3.11)%546: M1=Y&(D9G1JM&\$25^!8+UA]6,M9 M&EEI6;A:!UI66J9:]5M%6Y5;Y5PU7(9O5\/7V%?LV % M8%=@JF#\84]AHF'U8DEBG&+P8T-CEV/K9$!DE&3I93UEDF7G9CUFDF;H9SUG MDV?I:#]HEFCL:4-IFFGQ:DAJGVKW:T]KIVO_;%=LKVT(;6!MN6X2;FMNQ&\> M;WAOT7 K<(9PX'$Z<95Q\')+%V/G:;=OAW M5G>S>!%X;GC,>2IYB7GG>D9ZI7L$>V-[PGPA?(%\X7U!?:%^ 7YB?L)_(W^$ M?^6 1X"H@0J!:X'-@C""DH+T@U>#NH0=A("$XX5'A:N&#H9RAM>'.X>?B 2( M:8C.B3.)F8G^BF2*RHLPBY:+_(QCC,J-,8V8C?^.9H[.CS:/GI &D&Z0UI$_ MD:B2$9)ZDN.339.VE""4BI3TE5^5R98TEI^7"I=UE^"83)BXF229D)G\FFB: MU9M"FZ^<')R)G/>=9)W2GD">KI\=GXN?^J!IH-BA1Z&VHB:BEJ,&HW:CYJ16 MI,>E.*6IIAJFBZ;]IVZGX*A2J,2I-ZFIJARJCZL"JW6KZ:QK_UP'# [,%GP>/"7\+;PUC# MU,11Q,[%2\7(QD;&P\=!Q[_(/%$XIZ#+HO.E&Z=#J6^KEZW#K^^R&[1'MG.XH[K3O0._,\%CPY?%R\?_R MC/,9\Z?T-/3"]5#UWO9M]OOWBO@9^*CY./G'^E?ZY_MW_ ?\F/TI_;K^2_[< M_VW____; $, " 8&!P8%" <'!PD)" H,% T,"PL,&1(3#Q0=&A\>'1H<'" D M+B<@(BPC'!PH-RDL,#$T-#0?)SD].#(\+C,T,O_; $,!"0D)# L,& T-&#(A M'"$R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R M,C(R,C(R,O_ !$( "D R ,!(@ "$0$#$0'_Q ? !!0$! 0$! 0 M 0(#! 4&!P@)"@O_Q "U$ " 0,# @0#!04$! 7T! @, !!$%$B$Q M008346$'(G$4,H&1H0@C0K'!%5+1\"0S8G*""0H6%Q@9&B4F)R@I*C0U-CH.$A8:'B(F*DI.4 ME9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4U=;7V-G:X>+C MY.7FY^CIZO'R\_3U]O?X^?K_Q ? 0 # 0$! 0$! 0$! 0(#! 4& M!P@)"@O_Q "U$0 " 0($! ,$!P4$! ! G< 0(#$00%(3$&$D%1!V%Q$R(R M@0@40I&AL<$)(S-2\!5B7J"@X2%AH>(B8J2DY25EI>8F9JB MHZ2EIJ>HJ:JRL[2UMK>XN;K"P\3%QL?(RKR M\_3U]O?X^?K_V@ , P$ A$#$0 _ /?Z*0Y .!D^E8.@^*H==U75=.2PO+6; M3'2.C.>K-_ MLJ.36SHUI=V.CVMM?WK7MVD8\ZX8 ;WZDX'09Z>U $UU>P69@$[,OGRB)"$) M&XYQD@<=.IXSCUJQ110 444$@8R>O2@"O?I=RV$Z6,T<-VR$12R)O5&[$C(S M]*YQ/A[H5S$K:W"^M79Y>XOW,F6[[5^Z@]E KJZ* .=C\&V-B,Z-55B,N>IR%Z"K?B3PMHVDVGEZ?:E+S5[L6D69&98?-8F4QJ3A/DWGY0* M&6.I6L5C/\1]=AD#S1"/3;;&YXX&/R*H_P">DA()^H':H]3\9:QXFNO^$>\' MHEKJ*PA]1O;C#)I^1_J^,AI.WH,?ETOB?P;8^)]"M=(DGN+*WM9HY8S:,$9= MG /:LBS^&%AIYN;2SU.]M]%N91+-IT1"B1MH4AI/OE3C)&>IJ7C#4M(MM/;^S-,!6[ MU:295B23 .T>OIUXQ6?93GQQ\0H]1M+S.A>'_EC"$C[17 MP!X56X29=$MEV;<1J"(R5Z$IG:2/4C-:+:+ NKKJ5M+);3E5298L;)U'0.". MV>",'\* -.BBB@#@?%7B/7)M7F\.:$UG;7,K1VZRREC,-ZEFD11QM103DGDC M%:[^'42U6Y\2ZW<:A#:J)76;9#;@J,[V50,XQGYB14$7AZ5>/Q0H=P_$FK"_P#":<[O[!Z\8\[I0!T=%0R#_QXH: .CHK!_P"$JAC_ ./K2M8MCWW6+R ?C'N% M,/CCPVC;9]4CMF]+I'A_]# H Z&BLZUU_1KX@6FK6,Y/01W"-_(UH AAD$$> MU "T444 %I2L%M;+4=T['H@>)T5C[!F4?C7452U?_ ) ]Y_UQ M;^5 %P$, 5((/0BEKE_AW_R(NF_23_T8U=10 4444 %%%% !1110 4444 %% M%% %+5]+@UG3);"Y+"*0J25QD%6# \@@\@<$$57T?P_8Z*UQ+ ));JZ;?<74 M[;Y93VR?0=@, >E:M% !1110 4444 %(RJXPR@CT(I:* ,V[\/:+?G-WI%C. M>F9;=&/ZBJ \#^'X\?9K)K,CH;.>2#_T!A70T4 4++3&L!MCO[R6/^Y<2>9C ,_@1&[]:*OT4 ?__9 end GRAPHIC 23 g147138img219618572.gif GRAPHIC begin 644 g147138img219618572.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 24 g147138img26b31f1b1.gif GRAPHIC begin 644 g147138img26b31f1b1.gif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g147138img2710ca063.jpg GRAPHIC begin 644 g147138img2710ca063.jpg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end GRAPHIC 26 g147138img27d719f13.jpg GRAPHIC begin 644 g147138img27d719f13.jpg M_]C_X 02D9)1@ ! 0$ 9 !D #_X@H@24-#7U!23T9)3$4 0$ H0 M (0 !M;G1R4D="(%A96B !A8W-P05!03 M ]M4 0 #3+ M ID97-C _ M 'QC<')T !> "AW='!T !H !1B:W!T !M !1R6%E: ! MR !1G6%E: !W !1B6%E: !\ !1R5%)# "! " QG5%)# M "! " QB5%)# "! " QD97-C ")!"!3;V9T=V%R92 R M,#$Q %A96B #S40 ! 1;,6%E:( !8 M65H@ ;Z( #CU #D%A96B !BF0 MX4 !C:6%E:( M "2@ /A ML]C=7)V ! % H #P 4 !D '@ C "@ M+0 R #< .P! $4 2@!/ %0 60!> &, : !M '( =P!\ ($ A@"+ ) E0": M )\ I "I *X L@"W +P P0#& ,L T #5 -L X #E .L \ #V /L! 0$' 0T! M$P$9 1\!)0$K 3(!. $^ 44!3 %2 5D!8 %G 6X!=0%\ 8,!BP&2 9H!H0&I M ;$!N0'! $!Z0'R ?H" P(, A0"'0(F B\". )! DL"5 )= F<" M<0)Z H0"C@*8 J("K *V L$"RP+5 N "ZP+U P #"P,6 R$#+0,X T,#3P-: M V8#<@-^ XH#E@.B ZX#N@/' ],#X /L _D$!@03!" $+00[!$@$501C!'$$ M?@2,!)H$J 2V!,0$TP3A!/ $_@4-!1P%*P4Z!4D%6 5G!7<%A@66!:8%M07% M!=4%Y07V!@8&%@8G!C<&2 99!FH&>P:,!IT&KP; !M$&XP;U!P<'&09!ZP'OP?2!^4'^ @+"!\(,@A&"%H(;@B"")8(J@B^"-((YPC[ M"1 ))0DZ"4\)9 EY"8\)I FZ"<\)Y0G["A$*)PH]"E0*:@J!"I@*K@K%"MP* M\PL+"R(+.0M1"VD+@ N8"[ +R OA"_D,$@PJ#$,,7 QU#(X,IPS #-D,\PT- M#28-0 U:#70-C@VI#<,-W@WX#A,.+@Y)#F0.?PZ;#K8.T@[N#PD/)0]!#UX/ M>@^6#[,/SP_L$ D0)A!#$&$0?A";$+D0UQ#U$1,1,1%/$6T1C!&J$)%ZX7TA?W M&!L80!AE&(H8KQC5&/H9(!E%&6L9D1FW&=T:!!HJ&E$:=QJ>&L4:[!L4&SL; M8QN*&[(;VAP"'"H<4AQ['*,0!YJ'I0>OA[I M'Q,?/A]I'Y0?OQ_J(!4@02!L()@@Q"#P(1PA2"%U(:$ASB'[(B--@U M$S5--8Y",$)R0K5"]T,Z0WU#P$0#1$=$BD3.11)%546: M1=Y&(D9G1JM&\$25^!8+UA]6,M9 M&EEI6;A:!UI66J9:]5M%6Y5;Y5PU7(9O5\/7V%?LV % M8%=@JF#\84]AHF'U8DEBG&+P8T-CEV/K9$!DE&3I93UEDF7G9CUFDF;H9SUG MDV?I:#]HEFCL:4-IFFGQ:DAJGVKW:T]KIVO_;%=LKVT(;6!MN6X2;FMNQ&\> M;WAOT7 K<(9PX'$Z<95Q\')+%V/G:;=OAW M5G>S>!%X;GC,>2IYB7GG>D9ZI7L$>V-[PGPA?(%\X7U!?:%^ 7YB?L)_(W^$ M?^6 1X"H@0J!:X'-@C""DH+T@U>#NH0=A("$XX5'A:N&#H9RAM>'.X>?B 2( M:8C.B3.)F8G^BF2*RHLPBY:+_(QCC,J-,8V8C?^.9H[.CS:/GI &D&Z0UI$_ MD:B2$9)ZDN.339.VE""4BI3TE5^5R98TEI^7"I=UE^"83)BXF229D)G\FFB: MU9M"FZ^<')R)G/>=9)W2GD">KI\=GXN?^J!IH-BA1Z&VHB:BEJ,&HW:CYJ16 MI,>E.*6IIAJFBZ;]IVZGX*A2J,2I-ZFIJARJCZL"JW6KZ:QK_UP'# [,%GP>/"7\+;PUC# MU,11Q,[%2\7(QD;&P\=!Q[_(/%$XIZ#+HO.E&Z=#J6^KEZW#K^^R&[1'MG.XH[K3O0._,\%CPY?%R\?_R MC/,9\Z?T-/3"]5#UWO9M]OOWBO@9^*CY./G'^E?ZY_MW_ ?\F/TI_;K^2_[< M_VW____; $, " 8&!P8%" <'!PD)" H,% T,"PL,&1(3#Q0=&A\>'1H<'" D M+B<@(BPC'!PH-RDL,#$T-#0?)SD].#(\+C,T,O_; $,!"0D)# L,& T-&#(A M'"$R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R M,C(R,C(R,O_ !$( "D R ,!(@ "$0$#$0'_Q ? !!0$! 0$! 0 M 0(#! 4&!P@)"@O_Q "U$ " 0,# @0#!04$! 7T! @, !!$%$B$Q M008346$'(G$4,H&1H0@C0K'!%5+1\"0S8G*""0H6%Q@9&B4F)R@I*C0U-CH.$A8:'B(F*DI.4 ME9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4U=;7V-G:X>+C MY.7FY^CIZO'R\_3U]O?X^?K_Q ? 0 # 0$! 0$! 0$! 0(#! 4& M!P@)"@O_Q "U$0 " 0($! ,$!P4$! ! G< 0(#$00%(3$&$D%1!V%Q$R(R M@0@40I&AL<$)(S-2\!5B7J"@X2%AH>(B8J2DY25EI>8F9JB MHZ2EIJ>HJ:JRL[2UMK>XN;K"P\3%QL?(RKR M\_3U]O?X^?K_V@ , P$ A$#$0 _ /?Z*0Y .!D^E8.@^*H==U75=.2PO+6; M3'2.C.>K-_ MLJ.36SHUI=V.CVMM?WK7MVD8\ZX8 ;WZDX'09Z>U $UU>P69@$[,OGRB)"$) M&XYQD@<=.IXSCUJQ110 444$@8R>O2@"O?I=RV$Z6,T<-VR$12R)O5&[$C(S M]*YQ/A[H5S$K:W"^M79Y>XOW,F6[[5^Z@]E KJZ* .=C\&V-B,Z-55B,N>IR%Z"K?B3PMHVDVGEZ?:E+S5[L6D69&98?-8F4QJ3A/DWGY0* M&6.I6L5C/\1]=AD#S1"/3;;&YXX&/R*H_P">DA()^H':H]3\9:QXFNO^$>\' MHEKJ*PA]1O;C#)I^1_J^,AI.WH,?ETOB?P;8^)]"M=(DGN+*WM9HY8S:,$9= MG /:LBS^&%AIYN;2SU.]M]%N91+-IT1"B1MH4AI/OE3C)&>IJ7C#4M(MM/;^S-,!6[ MU:295B23 .T>OIUXQ6?93GQQ\0H]1M+S.A>'_EC"$C[17 MP!X56X29=$MEV;<1J"(R5Z$IG:2/4C-:+:+ NKKJ5M+);3E5298L;)U'0.". MV>",'\* -.BBB@#@?%7B/7)M7F\.:$UG;7,K1VZRREC,-ZEFD11QM103DGDC M%:[^'42U6Y\2ZW<:A#:J)76;9#;@J,[V50,XQGYB14$7AZ5>/Q0H=P_$FK"_P#":<[O[!Z\8\[I0!T=%0R#_QXH: .CHK!_P"$JAC_ ./K2M8MCWW6+R ?C'N% M,/CCPVC;9]4CMF]+I'A_]# H Z&BLZUU_1KX@6FK6,Y/01W"-_(UH AAD$$> MU "T444 %I2L%M;+4=T['H@>)T5C[!F4?C7452U?_ ) ]Y_UQ M;^5 %P$, 5((/0BEKE_AW_R(NF_23_T8U=10 4444 %%%% !1110 4444 %% M%% %+5]+@UG3);"Y+"*0J25QD%6# \@@\@<$$57T?P_8Z*UQ+ ));JZ;?<74 M[;Y93VR?0=@, >E:M% !1110 4444 %(RJXPR@CT(I:* ,V[\/:+?G-WI%C. M>F9;=&/ZBJ \#^'X\?9K)K,CH;.>2#_T!A70T4 4++3&L!MCO[R6/^Y<2>9C ,_@1&[]:*OT4 ?__9 end GRAPHIC 27 g147138img29219b753.jpg GRAPHIC begin 644 g147138img29219b753.jpg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end GRAPHIC 28 g147138img2dda08131.gif GRAPHIC begin 644 g147138img2dda08131.gif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g147138img358dd9454.gif GRAPHIC begin 644 g147138img358dd9454.gif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end GRAPHIC 30 g147138img36cae7da5.jpg GRAPHIC begin 644 g147138img36cae7da5.jpg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end GRAPHIC 31 g147138img387cd58e4.gif GRAPHIC begin 644 g147138img387cd58e4.gif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end GRAPHIC 32 g147138img3d26b26d5.jpg GRAPHIC begin 644 g147138img3d26b26d5.jpg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end GRAPHIC 33 g147138img3ffcff9d2.gif GRAPHIC begin 644 g147138img3ffcff9d2.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 34 g147138img4435ac083.jpg GRAPHIC begin 644 g147138img4435ac083.jpg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end GRAPHIC 35 g147138img454d3ff51.gif GRAPHIC begin 644 g147138img454d3ff51.gif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g147138img461f67b22.gif GRAPHIC begin 644 g147138img461f67b22.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 37 g147138img4dc5be325.jpg GRAPHIC begin 644 g147138img4dc5be325.jpg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end GRAPHIC 38 g147138img4f20b1bd2.gif GRAPHIC begin 644 g147138img4f20b1bd2.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 39 g147138img4fa166271.gif GRAPHIC begin 644 g147138img4fa166271.gif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g147138img537a8b6a5.jpg GRAPHIC begin 644 g147138img537a8b6a5.jpg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end GRAPHIC 41 g147138img5537eaa45.jpg GRAPHIC begin 644 g147138img5537eaa45.jpg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end GRAPHIC 42 g147138img588e1e8d4.gif GRAPHIC begin 644 g147138img588e1e8d4.gif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end GRAPHIC 43 g147138img5d97acc14.gif GRAPHIC begin 644 g147138img5d97acc14.gif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end GRAPHIC 44 g147138img61f0b66e5.jpg GRAPHIC begin 644 g147138img61f0b66e5.jpg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end GRAPHIC 45 g147138img63eb31603.jpg GRAPHIC begin 644 g147138img63eb31603.jpg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end GRAPHIC 46 g147138img65a642862.gif GRAPHIC begin 644 g147138img65a642862.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 47 g147138img66efe6381.gif GRAPHIC begin 644 g147138img66efe6381.gif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g147138img6809e2372.gif GRAPHIC begin 644 g147138img6809e2372.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 49 g147138img681763704.gif GRAPHIC begin 644 g147138img681763704.gif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end GRAPHIC 50 g147138img6b16d7333.jpg GRAPHIC begin 644 g147138img6b16d7333.jpg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end GRAPHIC 51 g147138img6b70da525.jpg GRAPHIC begin 644 g147138img6b70da525.jpg M_]C_X 02D9)1@ ! 0$ 9 !D #_X@H@24-#7U!23T9)3$4 0$ H0 M (0 !M;G1R4D="(%A96B !A8W-P05!03 M ]M4 0 #3+ M ID97-C _ M 'QC<')T !> "AW='!T !H !1B:W!T !M !1R6%E: ! MR !1G6%E: !W !1B6%E: !\ !1R5%)# "! " QG5%)# M "! " QB5%)# "! " QD97-C ")!"!3;V9T=V%R92 R M,#$Q %A96B #S40 ! 1;,6%E:( !8 M65H@ ;Z( #CU #D%A96B !BF0 MX4 !C:6%E:( M "2@ /A ML]C=7)V ! % H #P 4 !D '@ C "@ M+0 R #< .P! $4 2@!/ %0 60!> &, : !M '( =P!\ ($ A@"+ ) E0": M )\ I "I *X L@"W +P P0#& ,L T #5 -L X #E .L \ #V /L! 0$' 0T! M$P$9 1\!)0$K 3(!. $^ 44!3 %2 5D!8 %G 6X!=0%\ 8,!BP&2 9H!H0&I M ;$!N0'! $!Z0'R ?H" P(, A0"'0(F B\". )! DL"5 )= F<" M<0)Z H0"C@*8 J("K *V L$"RP+5 N "ZP+U P #"P,6 R$#+0,X T,#3P-: M V8#<@-^ XH#E@.B ZX#N@/' ],#X /L _D$!@03!" $+00[!$@$501C!'$$ M?@2,!)H$J 2V!,0$TP3A!/ $_@4-!1P%*P4Z!4D%6 5G!7<%A@66!:8%M07% M!=4%Y07V!@8&%@8G!C<&2 99!FH&>P:,!IT&KP; !M$&XP;U!P<'&09!ZP'OP?2!^4'^ @+"!\(,@A&"%H(;@B"")8(J@B^"-((YPC[ M"1 ))0DZ"4\)9 EY"8\)I FZ"<\)Y0G["A$*)PH]"E0*:@J!"I@*K@K%"MP* M\PL+"R(+.0M1"VD+@ N8"[ +R OA"_D,$@PJ#$,,7 QU#(X,IPS #-D,\PT- M#28-0 U:#70-C@VI#<,-W@WX#A,.+@Y)#F0.?PZ;#K8.T@[N#PD/)0]!#UX/ M>@^6#[,/SP_L$ D0)A!#$&$0?A";$+D0UQ#U$1,1,1%/$6T1C!&J$)%ZX7TA?W M&!L80!AE&(H8KQC5&/H9(!E%&6L9D1FW&=T:!!HJ&E$:=QJ>&L4:[!L4&SL; M8QN*&[(;VAP"'"H<4AQ['*,0!YJ'I0>OA[I M'Q,?/A]I'Y0?OQ_J(!4@02!L()@@Q"#P(1PA2"%U(:$ASB'[(B--@U M$S5--8Y",$)R0K5"]T,Z0WU#P$0#1$=$BD3.11)%546: M1=Y&(D9G1JM&\$25^!8+UA]6,M9 M&EEI6;A:!UI66J9:]5M%6Y5;Y5PU7(9O5\/7V%?LV % M8%=@JF#\84]AHF'U8DEBG&+P8T-CEV/K9$!DE&3I93UEDF7G9CUFDF;H9SUG MDV?I:#]HEFCL:4-IFFGQ:DAJGVKW:T]KIVO_;%=LKVT(;6!MN6X2;FMNQ&\> M;WAOT7 K<(9PX'$Z<95Q\')+%V/G:;=OAW M5G>S>!%X;GC,>2IYB7GG>D9ZI7L$>V-[PGPA?(%\X7U!?:%^ 7YB?L)_(W^$ M?^6 1X"H@0J!:X'-@C""DH+T@U>#NH0=A("$XX5'A:N&#H9RAM>'.X>?B 2( M:8C.B3.)F8G^BF2*RHLPBY:+_(QCC,J-,8V8C?^.9H[.CS:/GI &D&Z0UI$_ MD:B2$9)ZDN.339.VE""4BI3TE5^5R98TEI^7"I=UE^"83)BXF229D)G\FFB: MU9M"FZ^<')R)G/>=9)W2GD">KI\=GXN?^J!IH-BA1Z&VHB:BEJ,&HW:CYJ16 MI,>E.*6IIAJFBZ;]IVZGX*A2J,2I-ZFIJARJCZL"JW6KZ:QK_UP'# [,%GP>/"7\+;PUC# MU,11Q,[%2\7(QD;&P\=!Q[_(/%$XIZ#+HO.E&Z=#J6^KEZW#K^^R&[1'MG.XH[K3O0._,\%CPY?%R\?_R MC/,9\Z?T-/3"]5#UWO9M]OOWBO@9^*CY./G'^E?ZY_MW_ ?\F/TI_;K^2_[< M_VW____; $, " 8&!P8%" <'!PD)" H,% T,"PL,&1(3#Q0=&A\>'1H<'" D M+B<@(BPC'!PH-RDL,#$T-#0?)SD].#(\+C,T,O_; $,!"0D)# L,& T-&#(A M'"$R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R M,C(R,C(R,O_ !$( 04 V@,!(@ "$0$#$0'_Q ? !!0$! 0$! 0 M 0(#! 4&!P@)"@O_Q "U$ " 0,# @0#!04$! 7T! @, !!$%$B$Q M008346$'(G$4,H&1H0@C0K'!%5+1\"0S8G*""0H6%Q@9&B4F)R@I*C0U-CH.$A8:'B(F*DI.4 ME9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4U=;7V-G:X>+C MY.7FY^CIZO'R\_3U]O?X^?K_Q ? 0 # 0$! 0$! 0$! 0(#! 4& M!P@)"@O_Q "U$0 " 0($! ,$!P4$! ! G< 0(#$00%(3$&$D%1!V%Q$R(R M@0@40I&AL<$)(S-2\!5B7J"@X2%AH>(B8J2DY25EI>8F9JB MHZ2EIJ>HJ:JRL[2UMK>XN;K"P\3%QL?(RKR M\_3U]O?X^?K_V@ , P$ A$#$0 _ /9/$\*O96 M">OK6)J%YIMUXN>/29["+5[-)#*XD42SRF)E2'&P*KWSCMJ* ./\*& MQ_M"'^R7#0-IR&\VMD^?NX,G_34C?NS\W'/05T[3SI<1H\,?ER.5#"0D]">F MWV]:LU7N?]?9_P#78_\ H#T 6**** "BBB@ HHHH **** "BBB@ HHHH *** M* "BBB@ HHHH **** "BBB@ HHHH **Q_$9GCM+2>"ZFAV7UJK+&0!(K3QH0 MW&<88],5@7^H7UN;S5()IY+R'4C:I9^8WEF/8,)LS@DC]YNQNYZXXH [>J]S M_K[/_KL?_0'K \/R21ZA:Q+?3WD5UIJ74CRR%\R9 WKG[H8$_*,+\O '-;4\ MKM>6B&WD51,?G)7!^1_0Y_2@"[1110 4444 %%%% !1110 4444 %%%% !11 M10 4444 %%%% !1110 4444 %%%% #)8HYD"2QI(H96 =00&4@@_4$ CW%0_ MV=9&^^W?8[?[9C'VCRE\S&,8W8ST)JS10!6M-.LK R&SL[>W,AR_DQ*FX\\G M YZG\Z6Y_P!?9_\ 78_^@/5BJ]S_ *^S_P"NQ_\ 0'H L4455OKN6SA$D5C< M7A)P5@:,%1ZG>ZC'XT 6J*Y\>+K,PP3BTO##)%#-))M3$"RG";QNRTBT^ZO)YXY)0EN8QM5"@))=U'5UZ9H TJ*RIO$%G;7TMM.LL:1 M$JUPRCRPXC\TKG.<[/FZ8X/.>*T8)3-;QRF-XBZAO+D&&7(Z'W% $E%%% !1 M110 4444 %%%% !1110 4444 %%%% !1110 4444 %<1J'B2_LM=G999WM() MRA41+]F9!%N*^9C=YV_C&<=!BNWK,/A_36O3=&!R[2^<4\Y_+,F,;O+SLS[X MZ\]: *.BWE^+^"VO;P7?VJQ6[W!%41OD!E7 &4^88SDC!R3GC4GN$>\M(PLF MX3'DQL!]Q^Y&*;IVC6&E$FSB="46,;Y7?:@SA5W$[5&3P,"I[G_7V?\ UV/_ M * ] %BLS7H6NM)DM!<10+<$12O(^W]T3^\"G^\5W >A.>U:=>+_ +2/_(G: M3_V$/_:;4 =GK&DB^U@W<%SIIV+$+6=[HHUIM.3A "KCOR1Z=*NZ]#'K%F%: MVT26Y F2*>>[^:W!.%=#Y9.X@!B!C! )^]7Q110!]K:GI=C>F'9=V0N!$?- MO'*&1W50$S_P+#$_[ 7H:T?#L,UO92QSW23,9 RJMV]SY8V*,;W 8Y8,W/\ M>Q7PQ7T1^S1_R#?$7_7:#^3T >[T444 %%%% !1110 4444 %%%% !1110 4 M444 %%%% !1110 445R\OBI$U2\#7$4%E92M#)NMI':9U3>0LF0BGL%.2<=L MB@#J*KW/^OL_^NQ_] >LO2-4U":\CMM1CMU>XM%NXQ "/+&0&C;).XC*_,,9 MYX&.;\]PCWEI&%DW"8\F-@/N/W(Q0!=KQ?\ :1_Y$[2?^PA_[3:O:*\7_:1_ MY$[2?^PA_P"TVH ^:**** "OHC]FC_D&^(O^NT'\GKYWKZ(_9H_Y!OB+_KM! M_)Z /=Z*** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *QI_#= MK<7DDLD]P8))Q<26F5\IY H7V2+_M M(_\ (G:3_P!A#_VFU>T5XO\ M(_\B=I/_80_]IM0!\T4444 %?1'[-'_ "#? M$7_7:#^3U\[U]$?LT?\ (-\1?]=H/Y/0![O1110 4444 %%%% !1110 4444 M %%%% !1110 4444 %%%% !6-J'B*WT_5K>R:,LC[O/G#?+!B-Y!GU)6-N!T M&">HSLUSE[X.L[R_CN?M5XJ_:7N)HO.8I*6C>,C&>.&'KP,=.@!;TG6IK^X6 M"ZL?LDDMNMU"OF;RT9.,-P-KC(R.1R,$\XMSW,#WEI$LT;2"8Y0."1A'[54T MK1;BRN(Y[R^6ZDAMA:Q%8?+P@.26^8[F.%R>!QP!FM"Y_P!?9_\ 78_^@/0! M8KQ?]I'_ )$[2?\ L(?^TVKVBO%_VD?^1.TG_L(?^TVH ^:**** "OHC]FC_ M )!OB+_KM!_)Z^=Z^B/V:/\ D&^(O^NT'\GH ]WHHHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHK'OM:ETW4X8KNVC2RG+JEPL^6!6-I"6 M3;PN%(R"><<6C M)QAN!M<9&1R.1@GG&A<_Z^S_ .NQ_P#0'H L5XO^TC_R)VD_]A#_ -IM7M%> M+_M(_P#(G:3_ -A#_P!IM0!\T4444 %?1'[-'_(-\1?]=H/Y/7SO7T1^S1_R M#?$7_7:#^3T >[T444 %8]Q?7]MXBLK3=;2VUV7 B6-A+$JH29"VX@KNVKC M^^O/:MBN9<:=IOB2ZO9_$%RMQ(5$EM((B@4#Y4!\O<%&2DW]U> M3:E%=Q0QO:77DJ(F+ J8HW!)('/S^E4HM7NSXIN+&XEBM[59A' CV,H-P#"K MY63+?/YC2KM+1-Y:Q@J"I' 0'Y@1GU'%1W M-]HEWJ$-S<:X\D4$HFCM2$\M7"X!X3<<UGC-NL!M&#Q0D?,BOYF M 2>2=O. .PQOT4 8^E:+<65Q'/>7RW4D-L+6(K#Y>$!R2WS'Y_U]G_ -=C_P"@/0!8KQ?]I'_D3M)_["'_ M +3:O:*\7_:1_P"1.TG_ +"'_M-J /FBBBB@ KZ(_9H_Y!OB+_KM!_)Z^=Z^ MB/V:/^0;XB_Z[0?R>@#W>BBB@ KRWQ?_ ,C1>?\ /\ T!:]2KRWQ?\ \C1> M?\ _] 6@#$HHHH *]?T;_D!:?_U[1_\ H(KR"O7]&_Y 6G_]>T?_ *"* +U% M%% !1110 4444 %%%% !1110 4C,J(SNP55&22< "EJ&\MDO;*XM9"0DT;1L M1UP1@_SH HZ7KEOJK[$@N(&:)9XA.H7S8FZ.N">/8X89&0,BKES_ *^S_P"N MQ_\ 0'K*TC3-1BO8;K4C;![>S%JGD.S>9R"SG*C;G:N%&<9/)J[=VD37-JQ: M;)F).)W ^X_;/% &A7B_[2/_ ")VD_\ 80_]IM7L'V*+^_B33.P5L8S][T)H ^&Z*^RO\ A4?@+_H6[7_OM_\ XJC_ M (5'X"_Z%NU_[[?_ .*H ^-:^B/V:/\ D&^(O^NT'\GKT+_A4?@+_H6[7_OM M_P#XJMC1?!N@>'$F31K 62S$&00RNNXC.,_-[F@#=HJO]BB_OW'_ ($2?XT? M8HO[]Q_X$2?XT 6*\M\7_P#(T7G_ #_ - 6O2OL47]^X_\ B3_ !JA<>&= M(NYVGN+5I)6QN9IGR<#']Z@#RFBO4O\ A$-"_P"?'_R,_P#\51_PB&A?\^/_ M )&?_P"*H \MKU_1O^0%I_\ U[1_^@BJ7_"(:%_SX_\ D9__ (JM"/3;>&)( MHS.J(H55%Q)@ =!UH MT57^Q1?W[C_P(D_QH^Q1?W[C_ ,")/\: +%%5);>V M@A>:6:9(XU+.[7+@*!R2?FJC-?:5;W$-O/<74&8!9)GPJXW,=I.%&1EC@#(R:;->Z7;P/++HJQ]BB_OW'_ ($2?XT 6**ACMHXGW*TI/\ M2LP_(FIJ "BBJ)U>R74 MUTYI)$N6)"!X757(7<0KD;6..< YP#0!>JO<_P"OL_\ KL?_ $!ZAT_6+#52 MXLY_,*JK\HR[D;.UUR!N4X.&&0<'!J:Y_P!?9_\ 78_^@/0!8HHHH **** " MBBB@ HHHH **** "BBB@ HHHH **** ,W7[::[T.ZA@!:0J&"#^, @E/^! % M?QK%U/3[VZFU-+6U:>#58X"ER&4"''!W D-@### /)/2NLHH YO4H=0;49+V M#2YIQ-9RV?EF2(,C!SM?EL;''/&6 VY7.0(+/1LP77FK.PM(X8XFMY&C>26* M(JSJ68<>41@$_O-RL$4=MBC MOFNKHHH **** (KA)I+=TMY1#*1\LC)N"GZ9&:Y>XM=6U34VMK^QNA;P1/%; MW:&$(TKQE6G*B3>,!BJKCNQ/4;>MHH YW1+2^-_;7-W8FR%MIZVI0NC!WR"2 MNTGY1MXS@_-T%;?V8F=97GD8(Q94(7 )!'89Z$]ZGHH **** "BBB@ HHHH M**** "BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH *^%[_6]5&HW( M&IWH E? %PWJ?>ONBN8;X<^#'=G;PQI99CDDVR\F@"SX'=Y? 'AR21V=VTNV M9F8Y))B7))JHM]=-I5LPN)#*^N209W,<^F* (-0,UGK ML5Y=M.^GR&&"+RIV002L^T;T! <,S(,\X] ,FKNOW<]AX>U"[ML":&W=T)&0 MI ZD=\=<>U0>1X;MK:VU 1:3%!"JQV]SMC54"C:JHW0 #( %*=2L['0Q?063 MF&68!8(%0,\DLNW/)"Y9WR23W)- &3=:BGAV5Q''>W3O9--%->0 M6(7F522% QG'I3[KQ/=:1?S6VH);SI"A)E@4IN=D9T7!)P3Y4@QDYW)ZXJ]; MP:!;%%DT[3].NKF)T-O*D*R,A/S*0I((. 3@D=,U:^RZ-;VS1);6"Q"8,8E1 M /.7#*<=-XV@CN, ]J ,2U\3ZG-J$T#6.Z.!Y()F2!PB.D18N7)Q@L-H7&<, MISVJ"U\2ZVUN;FY33Q''%:2R1QQON(G;!4,6XVCO@Y]!70*FBR8U5X;!9)@< MW#",L<*0P+CKA5(/)X4]A437>BJ;2.**TE@NR8Q)$$,8$2EAD],+M./2@"@^ MM:O)J9MX!8K&^HM8Q^8CDJ!"93(<,,_=(V\=CN'2L^+QKJ%Q(5@T\R&W\M+A M4@=@6+%68.#A$7&[D$G!''6NE-YH<<$=\;G3EA:4R)<%T"F3!4L&_O8RN>N, MBJ9E\*2:G);,-*-Y;6ZW#!DCRD1+,&SZ9W-[;L_Q<@&5/X@UEO#FHRF2TAO! MHPU&"2*%BL9*L2I!;YB-HP>.O(['6\07\UAH\%O+-*;N\D6W,EG;N6 /,CJB M[F&$#$'G!Q6G!#IUS;B2WBM98'B\D-&JLK1C(V9'!7KQTJ6.TMH?*\JWB3RE M*Q[4 V*<9 ] <#\A0!S.FZ]>W>GZ7:1$)?R226\\UW XP8E.6\L[6RXVL 2/ ME8GM@U].\8ZAJ-U;1QV&_BW\\0Q,Z_O#RPD!PJJ.>0=V"..M=%J>C6^HV[1^ M7;*7E$LADMDE#D+MR0PY.,#/7@#IQ1:Z#IEK#:*+.&62UC6..>6-6D 7D'=C MKDD\8Y)Q0!S[>+-1MK5+NY@M9$G6X\F.,,I0QR!%+L2<@YR2 ,8[U)K.OW^B M7]I;2B*XN+B/:KPPR;5)=1_J]YW<9QSDG R,FNF.GV10(;2WV .H7RQ@!_O# MIT/?UJ'^Q=*\GR?[,LO*(QL\A=N,ANF/4 _4#TH R(==U(G3Y+RU%E;3N8I) M9;=B6D\W8@V[@8MXP06W#+ =>O2U2&CZ8K0L-.M T'^J(@7,?.?EXXY)/'Z=>VRQP2W E?RF5T0@$@(Y;^(8R!UJYINJIJ+W M,1MI[6XMG"2PS[=RY4,#E692"#V- %^BL6T\1K=:0NIMIM]!;R+$T'F>46G\ MP@(%"N<--(1BI:;(.#^[H Z&N)?PKK-WK5E>WUQ;2B!]SDS,P;]_'(-J; M %P$/<\XR3UKLK>=+FVBN(\[)4#KDE=14% MM>0W;3K"Q)@E,4F1C# X_(B@#E+7PMJME!(EO=6R;+4+;=?DF9464\J0!^[ M)!P3F5\CCFM>>#-5O+*ZC-S#')+=R7 W3O)PT"(%+%1G+*<\8"GOTKNZ* .9 ML/#ES!?6EW.RO)'=R7,K23^:S%H1$"#L7!P!QC\>:@M/#-W;V;6TT5K@W+^8I] !1110 4444 8%]HU[=IK,JS1)36@E9)HE9V66)XP54X9E+ !@"0"1D#(J>QOK74K1;JSF6:!RP61 M>A*L5/Z@T 86E^&UAN+KS]-TZSL9H$B^PV;;XF8$G>1L4!AP!@=LYZ8@MO#5 M_:WEM/;R1P*622:.*=XUC(<$J$4;9 8P$^;&,%NK&M>V\1:;=V#7T3W ME", M))+26,.'X79N4;\\8VYZCU%6K;4[.\,0MY@YEC,J@*?N@@'/'!R<8.#D'T. M"W1110 5Y;+X8UIIG86#D%B1\R_XUZE7.-X]\*HY5M;M0P.",G@_E0!L:7$\ M&DV4,J[9(X$5E]"% (KC;KPWK4=O>26OFR2W!O@L;2KB$/<&12G(QO3(/<%E MY4 UW%O<17=M%'FKYG3/WGR74BWAU(S)N=01#Y&T+D'A=V/E'?G'>NRID4T4X8Q2I(%8HQ1@<,#@@^X/:@# MSM/#^L)--<#26=EBB>"U:.W%LTP#A]T8DX&"F'R6'OC!V;+1]43QA-?7._RO MM3NLR)'B2(QX5&;?O"@D?+MQN4'OFNNHS0!R&IZ-KMW?W>JP26J20S1O:6[0 MEI62+/RB3S J^9NE'(.!)STXH:E;/_;OE&V$FH3:@S)=+*F[RO()$9&[> !V MP%XW9R>>^J&);>1A=PK$QD08F0 [UZCYAU% '"W7A;4DM-+MK6%HXH]/\N0Q M)'))#<_+NDR[K\Y[."2"I]>4B\-ZVUEJ:7"RFYG@GB)01HMPS2 ARX?<3@'; MD+M#$<=*]!IKR)$H:1U120H+''). /J20/QH XZ[\,W44E[/I=M';77VZ,V< MJL (H?*17VCHHW&0D8R3S@\52T?PK>F[T\ZE9,;9-IGMY$B$6X1N-Q"R-YC% MF7+$9.U3VX[X21M(T:NI= "R@\C/3(_"FK/$\\D*R*98P"Z \J#G&?K@T <3 M/X8FN;71S?:;+//!I\MK))"T1FB8M$5PSG!&%<'D\,1W-=3H<=S%H\$=W:PV MLREP8H5"J!N.TX4D D8) )P2>35C^T+/S4C^U0[W&4&\?-SMX_'CZU-YL?FB M+S%\P@MLSS@'&<>E #Z*** "BBB@#GM,^WW?B"XO=2TFZM@J/!:EWA:-(MP) M/RN6+.54GC "J.H)-O2(;FPLQ!+;2%I;ZZ=9&UO[/1U@A6*"YN_,D65&R&1A(Y4+A>,XR!@<'PEHT4J,DB6,"LK#!4B-<@CL:YX02_V(-*^PW0 MU3^TQ*9OLS[-WG^89O,QMQMYZYQ\O7BNVK @\2H\(D^SSW#2K).D=LH)2!6V MAVR1G.,@#GD@ [30!B6.B,+FPM]FIHD>J7TD[&28?*QE*$.3D @J=W- MYKBVLDUE::F9Y(GC2%C!E=PW@LHP>BSRV-[3]X<\@C#;>F17>T4 8OAEYSILD=Q%<*\,OE^;.TI,X M"J=X$OS*#G&.@(."1R>8BN]1?PSXWN8&5Q#\HRJ;]N0,A03@\^@T4 R 2&5QN:YRI0MD%C&21MSD]B,'N:** "BBB@ HKECX@U&\R=.2V $$MY MF96(,0;;&HP1@OM9BW.W@;35^XU>XN(]*CTT1I-J*&57N$+K%&$W$E0PW')4 M8R.I/;! -JBN6C\2WLEB9?LR"5XE=,(SJA6413=.6"9#]B0>V,U/I7B47EW% M;7W! M/U8UJ444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110!SR^'()?, MBCNKFU\CS;<-;[06ADP^P[@> 3@$8(QUY-7)M"CE$'EW=S UM(&MFB$?[A?+ M"%%RI!4C)^;)R>",#!10 S2M*AL;N0QLS+;QK;1[N3C[[L3W+%AG_=%,7PS: DB6&7[1<;D*M+C;B=ED\T,V02#OR?E(ZXZ8P44 ;=%%% '__9 end GRAPHIC 52 g147138img6bb76bef5.jpg GRAPHIC begin 644 g147138img6bb76bef5.jpg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end GRAPHIC 53 g147138img6beb04c01.gif GRAPHIC begin 644 g147138img6beb04c01.gif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g147138img7b1b6de81.gif GRAPHIC begin 644 g147138img7b1b6de81.gif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g147138img7c1002594.gif GRAPHIC begin 644 g147138img7c1002594.gif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end GRAPHIC 56 g147138img8003e1106.jpg GRAPHIC begin 644 g147138img8003e1106.jpg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end GRAPHIC 57 g147138img81b55f274.gif GRAPHIC begin 644 g147138img81b55f274.gif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end GRAPHIC 58 g147138img873908e45.jpg GRAPHIC begin 644 g147138img873908e45.jpg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end GRAPHIC 59 g147138img8bc976c25.jpg GRAPHIC begin 644 g147138img8bc976c25.jpg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g147138img91caf4de4.gif GRAPHIC begin 644 g147138img91caf4de4.gif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end GRAPHIC 61 g147138img922358894.gif GRAPHIC begin 644 g147138img922358894.gif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end GRAPHIC 62 g147138img967850f22.gif GRAPHIC begin 644 g147138img967850f22.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 63 g147138img96d6cbca1.gif GRAPHIC begin 644 g147138img96d6cbca1.gif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g147138img97dcbb261.gif GRAPHIC begin 644 g147138img97dcbb261.gif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g147138img9b1a1a896.jpg GRAPHIC begin 644 g147138img9b1a1a896.jpg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end GRAPHIC 66 g147138img9b54751a1.gif GRAPHIC begin 644 g147138img9b54751a1.gif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g147138imga02e33b72.gif GRAPHIC begin 644 g147138imga02e33b72.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 68 g147138imga855bd744.gif GRAPHIC begin 644 g147138imga855bd744.gif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end GRAPHIC 69 g147138imga9bbe37d3.jpg GRAPHIC begin 644 g147138imga9bbe37d3.jpg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end GRAPHIC 70 g147138imgad1906572.gif GRAPHIC begin 644 g147138imgad1906572.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 71 g147138imgaee956815.jpg GRAPHIC begin 644 g147138imgaee956815.jpg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end GRAPHIC 72 g147138imgb0b8a25a2.gif GRAPHIC begin 644 g147138imgb0b8a25a2.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 73 g147138imgb2aa9b703.jpg GRAPHIC begin 644 g147138imgb2aa9b703.jpg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end GRAPHIC 74 g147138imgb40f99895.jpg GRAPHIC begin 644 g147138imgb40f99895.jpg M_]C_X 02D9)1@ ! 0$ 9 !D #_X@H@24-#7U!23T9)3$4 0$ H0 M (0 !M;G1R4D="(%A96B !A8W-P05!03 M ]M4 0 #3+ M ID97-C _ M 'QC<')T !> "AW='!T !H !1B:W!T !M !1R6%E: ! MR !1G6%E: !W !1B6%E: !\ !1R5%)# "! " QG5%)# M "! " QB5%)# "! " QD97-C ")!"!3;V9T=V%R92 R M,#$Q %A96B #S40 ! 1;,6%E:( !8 M65H@ ;Z( #CU #D%A96B !BF0 MX4 !C:6%E:( M "2@ /A ML]C=7)V ! % H #P 4 !D '@ C "@ M+0 R #< .P! $4 2@!/ %0 60!> &, : !M '( =P!\ ($ A@"+ ) E0": M )\ I "I *X L@"W +P P0#& ,L T #5 -L X #E .L \ #V /L! 0$' 0T! M$P$9 1\!)0$K 3(!. $^ 44!3 %2 5D!8 %G 6X!=0%\ 8,!BP&2 9H!H0&I M ;$!N0'! $!Z0'R ?H" P(, A0"'0(F B\". )! DL"5 )= F<" M<0)Z H0"C@*8 J("K *V L$"RP+5 N "ZP+U P #"P,6 R$#+0,X T,#3P-: M V8#<@-^ XH#E@.B ZX#N@/' ],#X /L _D$!@03!" $+00[!$@$501C!'$$ M?@2,!)H$J 2V!,0$TP3A!/ $_@4-!1P%*P4Z!4D%6 5G!7<%A@66!:8%M07% M!=4%Y07V!@8&%@8G!C<&2 99!FH&>P:,!IT&KP; !M$&XP;U!P<'&09!ZP'OP?2!^4'^ @+"!\(,@A&"%H(;@B"")8(J@B^"-((YPC[ M"1 ))0DZ"4\)9 EY"8\)I FZ"<\)Y0G["A$*)PH]"E0*:@J!"I@*K@K%"MP* M\PL+"R(+.0M1"VD+@ N8"[ +R OA"_D,$@PJ#$,,7 QU#(X,IPS #-D,\PT- M#28-0 U:#70-C@VI#<,-W@WX#A,.+@Y)#F0.?PZ;#K8.T@[N#PD/)0]!#UX/ M>@^6#[,/SP_L$ D0)A!#$&$0?A";$+D0UQ#U$1,1,1%/$6T1C!&J$)%ZX7TA?W M&!L80!AE&(H8KQC5&/H9(!E%&6L9D1FW&=T:!!HJ&E$:=QJ>&L4:[!L4&SL; M8QN*&[(;VAP"'"H<4AQ['*,0!YJ'I0>OA[I M'Q,?/A]I'Y0?OQ_J(!4@02!L()@@Q"#P(1PA2"%U(:$ASB'[(B--@U M$S5--8Y",$)R0K5"]T,Z0WU#P$0#1$=$BD3.11)%546: M1=Y&(D9G1JM&\$25^!8+UA]6,M9 M&EEI6;A:!UI66J9:]5M%6Y5;Y5PU7(9O5\/7V%?LV % M8%=@JF#\84]AHF'U8DEBG&+P8T-CEV/K9$!DE&3I93UEDF7G9CUFDF;H9SUG MDV?I:#]HEFCL:4-IFFGQ:DAJGVKW:T]KIVO_;%=LKVT(;6!MN6X2;FMNQ&\> M;WAOT7 K<(9PX'$Z<95Q\')+%V/G:;=OAW M5G>S>!%X;GC,>2IYB7GG>D9ZI7L$>V-[PGPA?(%\X7U!?:%^ 7YB?L)_(W^$ M?^6 1X"H@0J!:X'-@C""DH+T@U>#NH0=A("$XX5'A:N&#H9RAM>'.X>?B 2( M:8C.B3.)F8G^BF2*RHLPBY:+_(QCC,J-,8V8C?^.9H[.CS:/GI &D&Z0UI$_ MD:B2$9)ZDN.339.VE""4BI3TE5^5R98TEI^7"I=UE^"83)BXF229D)G\FFB: MU9M"FZ^<')R)G/>=9)W2GD">KI\=GXN?^J!IH-BA1Z&VHB:BEJ,&HW:CYJ16 MI,>E.*6IIAJFBZ;]IVZGX*A2J,2I-ZFIJARJCZL"JW6KZ:QK_UP'# [,%GP>/"7\+;PUC# MU,11Q,[%2\7(QD;&P\=!Q[_(/%$XIZ#+HO.E&Z=#J6^KEZW#K^^R&[1'MG.XH[K3O0._,\%CPY?%R\?_R MC/,9\Z?T-/3"]5#UWO9M]OOWBO@9^*CY./G'^E?ZY_MW_ ?\F/TI_;K^2_[< M_VW____; $, " 8&!P8%" <'!PD)" H,% T,"PL,&1(3#Q0=&A\>'1H<'" D M+B<@(BPC'!PH-RDL,#$T-#0?)SD].#(\+C,T,O_; $,!"0D)# L,& T-&#(A M'"$R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R,C(R M,C(R,C(R,O_ !$( -T V@,!(@ "$0$#$0'_Q ? !!0$! 0$! 0 M 0(#! 4&!P@)"@O_Q "U$ " 0,# @0#!04$! 7T! @, !!$%$B$Q M008346$'(G$4,H&1H0@C0K'!%5+1\"0S8G*""0H6%Q@9&B4F)R@I*C0U-CH.$A8:'B(F*DI.4 ME9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4U=;7V-G:X>+C MY.7FY^CIZO'R\_3U]O?X^?K_Q ? 0 # 0$! 0$! 0$! 0(#! 4& M!P@)"@O_Q "U$0 " 0($! ,$!P4$! ! G< 0(#$00%(3$&$D%1!V%Q$R(R M@0@40I&AL<$)(S-2\!5B7J"@X2%AH>(B8J2DY25EI>8F9JB MHZ2EIJ>HJ:JRL[2UMK>XN;K"P\3%QL?(RKR M\_3U]O?X^?K_V@ , P$ A$#$0 _ /9_$9GCM+2>"ZFAV7UJK+&0!(K3QH0W M&<88],50U.2>/7FFTN2YEGM8I)KR(S,T./*81Q;,X#EMK<#.%.3\PSTDL4176FI=2/+(7S)D#>N?NA@3\HPOR\ @"Q11 M10 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% !1110 4444 %%%% M !156\U&SL# +JX2)IY5AB#'EW8@ ?4BHSK%@-3_L\S_P"D[MF-C;=^W=LW MXV[MOS;9*.B-\IVKCGL3GAAB@#I:*X>S\2:C>:W:-YLT=M-/&A4Q*;8*T08J M9,;O.WG&,XZ#&:Z+7KF\M+>UFM)HXU^V6\DW\-_8JT4\D[18CE> M6%HG+;0-V//HJD_A6!?Z'J-VEYI2V[)%/J!NEOP MZ[0A&<$9W;@?EZ8Q@Y[5V-% '.Z):7QO[:YN[$V0MM/6U*%T8.^025VD_*-O M&<'YN@K5GB=;RTUX1^TO_P @WP[_ M -=I_P"24 1_\+R\%"]^UCP_K D,HGVB8>7YF,;O+\S9GWQUYZU9?]H'PG); M"WDT36)(Q.)P'E5B'$GF#DOG 8# Z # Q7SE10!]'7/[0?A.\=&N-!U20* MCH%;RRN&&#QNZXR,^A/K7H'PW\3Z3XL\/7&H:1:7=M"ET87%W*9)'=43DL68 MGY2HY/:OC&OI_P#9Q_Y)YJ'_ &%9/_145 'L%%%% !1110 4444 %%%% !11 M10 4444 %%%% !1110 445R-[XMFLO$4MFYMS%#(0]N(V\TQ"+S#*)-VWL1L MQGCK0!UU5[G_ %]G_P!=C_Z ]9>D:IJ$UY';:C';J]Q:+=QB $>6,@-&V2=Q M&5^88SSP,P4444 %%%% !1110 4444 %%%% !1110 4444 M %%%% !6))X8M)KB1I+FY:VDN?M36A*>69,=<[=V,\XW8_#BMNB@#+TO0X=+ MD607-S$?M+_\ (-\._P#7:?\ DE>[UX1^TO\ \@WP[_UVG_DE 'SO M1110 5]/_LX_\D\U#_L*R?\ HJ*OF"OI_P#9Q_Y)YJ'_ &%9/_145 'L%%%% M !1110 4444 %%%% !1110 4444 %%%% !1110 445Y]>7=S%K]_(4TZXU47 MA@LH)(]UQ'&8AM>,D\+G).%P<-SZ 'H-5[G_ %]G_P!=C_Z ];6R?/W<&3_ *:D;]V?FXYZ"NCG6<7EH6DC,?G'"B,@_O"/VE_\ D&^'?^NT_P#)* /G>BBB@ KZ M?_9Q_P"2>:A_V%9/_145?,%?3_[./_)/-0_["LG_ **BH ]@HHHH **** "B MBB@ HHHH **** "BBB@ HHHH **** "BBB@ JO<_Z^S_ .NQ_P#0'JQ5>Y_U M]G_UV/\ Z ] %BBBB@ KPC]I?_D&^'?^NT_\DKW>O"/VE_\ D&^'?^NT_P#) M* /G>BBB@ KZ?_9Q_P"2>:A_V%9/_145?,%?3_[./_)/-0_["LG_ **BH ]@ MHHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "LZ[UJSLM4M=/F9O.N M0Q! ^6,!6;+G^'(1\>NT^E:-PW6I&V#V]F+5/(=F\SD%G.5&W.U<*,XR>36A/;0)>6DJPQK M(9CEP@!.4?O0!=HHHH *\(_:7_Y!OAW_ *[3_P DKW>O"/VE_P#D&^'?^NT_ M\DH ^=Z*** "OI_]G'_DGFH?]A63_P!%15\P5]/_ +./_)/-0_["LG_HJ*@# MV"BBB@ HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "J]S_K[/_KL M?_0'JQ5>Y_U]G_UV/_H#T 6**** "O"/VE_^0;X=_P"NT_\ )*]WKPC]I?\ MY!OAW_KM/_)* /G>BBB@ KZ?_9Q_Y)YJ'_85D_\ 145?,%?3_P"SC_R3S4/^ MPK)_Z*BH ]@HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** "N"[^U6*W>X(JB-\@,JX RGS# M&6B&WD51,?G)7!^1_0Y_2FZ=HUAI1)LXG0E%C&^5WVH,X5= MQ.U1D\# J>Y_U]G_ -=C_P"@/0!8HHHH *\(_:7_ .0;X=_Z[3_R2O=Z\(_: M7_Y!OAW_ *[3_P DH ^=Z*** "OI_P#9Q_Y)YJ'_ &%9/_145?,%?3_[./\ MR3S4/^PK)_Z*BH ]@HHHH **** "BBB@ HHHH **** "BBB@ HHHH **** " MBBB@ JO<_P"OL_\ KL?_ $!Z6VOK2],HM;J"^7'X9H CU+6X=-F$7V:YN9!$T\BVX4F.,<%S MDCCT R3@X!P:)M=M(;N& ++(LJQ-YZ &-!(Q6/)SGYF! P#[XS6?KNC7FL0, M%MK>*X>.6W\Y;V5-L;-@9"J-_P N&*DC!R )O)5(#.X M!=85'(!]3C'MN)'- &K97<=]:)Q'(]B*GK$\/Z9J&FF< M7MQYBLJ*H^T/*"P+9!MXK;H **** "BBB@ JO?1S2Z?'#?*@R!NVX?D9'S< M'FMN33Y9+A93J5T CEUC"Q;1D$8^YG&#ZU>HH K_ &:7_G]N/^^8_P#XFC[- M+_S^W'_?,?\ \35BB@"O]FE_Y_;C_OF/_P")KEO&GPXTSQW#9Q:O?ZB%M&9H M_L[1IRV,YRA]!78T4 >/_P##./@__H):Y_W_ (?_ (U1_P ,X^#_ /H):Y_W M_A_^-5[!10!X_P#\,X^#_P#H):Y_W_A_^-5V_@[P)8>!](ETS2;^_-O+.;AO M/:-FW%54\A!QA174T4 5_LTO_/[TCFN;J26 M%1]I=0?*W84!5 &,G R,UU=A8V^F:=;6%G'Y=K:Q)#"FXG:B@!1D\G ZU7 M70='5[AUTFQ#W!+3L+=,RDMN);CGYN>>_- &?9:Y>2W%I!/%!F2]GM)'CSC] MVK$$<\$[3QSCGTS6-:>(=5U/5-*^SRV]LD\L7GJ8VD#JT,[X W@+_JQR.^,Y M P>HBT/3H[5K9K."6W,IF6)XE*(Q]!C [_G4O]DZ=M"_V?:[5*D#R5P"N=O; MMDX],F@#E=,\67UU?"U@L))$BG6*4+')(2'E92WF$X0*N&YSG# 8P*W]%U&Z MO);J"_5(;N$@M;+$08T8MM.\DAP=IP1CH00#P+?]D:9Y\:GEPJNU]I7<,#@[25SZ M$B@#%ABU&>WU^TAO9IYHM0C"-))L;R_*@=D#*/ER&< @<9SUYJGI.LW$%\D- M\+J9(\6ZO&X=%WS% SDD%SN C! )^1VZ-77I%'&\CI&BM*VZ0JH!=L 9/J< M#Z 57_LRPW6[&RMRULNV!C&"8AQPIZCH.GI0!;HHHH *\TE\8ZTLSJ+A,!B! M^Z7_ KTNN8?P)I;NS&>\R3G[Z__ !- &[ILSW.EVD\IS)) CL<8R2H)JEI= M[J&J$WBM;0V/G21I$8F:1U1F7<6W +DC.-IP.^3QI6UNEI:0VT98I$BQJ6ZD M 8YK.30DB$\45]>1VDQD+6RE-@+Y+8)7>,EB>&X/3 XH K?\);8CS4:&=;B. M2*(P;HRV9,A>0^T9VMU8'CW&6Z=XC:;4+BUNK6:,"]-K')M7:K>6'"-\Q);K MR 5[9S2VWA*VM(;B**\N=L\,4#@Q0$>6F_"[?+VX^XX[UF:EXOA72KRX MTV.28P6B77FE1M577N+USX=6]^SM=:E>32V[,T3+!-;N$DBEV[E)4,#\I(P01WK$T7Q)-<>'K;5+Z6&YDNEA\JWL[9HV M#R '9\[D-UZ_* 2>*W;>QBMKR[ND9R]TRLX)& 54*,?@*S;7PTEKI-OIQU. M^F2U\K[-)((@\/EC VE8P#D<'<#D$T .B\3V,JW'[NX1K>*:65'0 J(CM<=> M3G\#ZT0>)+)VD\V1DC#28D:/:JA$5R"![V[5_-N8 M))$*;I4D*E@V5(ZCC&,9.*NR^%+":R:U>2XV&Y%R2' .=H1EZ?=9,J1Z,>1Q M@ J:UXM33[1E6"2&ZDAWVXGV89MF\J5#;A@9Z@#((STS/?>,=,T^:X283,L+ M-&7C"L&D5-[(HSN)"@\XQD$9SQ4=[X*T^^N))9;FZ423/.43RQ\[(4/.S<1@ MG )...PQ3[CP;IMQ>)C;V,LT M6EWGWEW=_:9IY M[H()6D"+G9G!PBJ,_-R3SP!T H T:*** "BBB@!KE@C%%#, < G )^M9>F:G MYGC07$UPP&P[ MS(SL5.5Z!GR,8/RC)(R" !BHOAFU$L,OVBXW(5:7&W$[+)YH9L 2@D'?D_*1UQTQ@ VZ*** /__9 end GRAPHIC 75 g147138imgb5edcc9d1.gif GRAPHIC begin 644 g147138imgb5edcc9d1.gif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g147138imgc14f8f9d4.gif GRAPHIC begin 644 g147138imgc14f8f9d4.gif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end GRAPHIC 77 g147138imgc2b994931.gif GRAPHIC begin 644 g147138imgc2b994931.gif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g147138imgc6023dc65.jpg GRAPHIC begin 644 g147138imgc6023dc65.jpg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g147138imgc677a1466.jpg GRAPHIC begin 644 g147138imgc677a1466.jpg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end GRAPHIC 80 g147138imgc6d74c216.jpg GRAPHIC begin 644 g147138imgc6d74c216.jpg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end GRAPHIC 81 g147138imgc7bda7663.jpg GRAPHIC begin 644 g147138imgc7bda7663.jpg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end GRAPHIC 82 g147138imgc9925ace1.gif GRAPHIC begin 644 g147138imgc9925ace1.gif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g147138imgc9be3b243.jpg GRAPHIC begin 644 g147138imgc9be3b243.jpg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end GRAPHIC 84 g147138imgcfe095cb2.gif GRAPHIC begin 644 g147138imgcfe095cb2.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 85 g147138imgd2814f413.jpg GRAPHIC begin 644 g147138imgd2814f413.jpg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end GRAPHIC 86 g147138imgd49297b73.jpg GRAPHIC begin 644 g147138imgd49297b73.jpg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end GRAPHIC 87 g147138imgd9f277012.gif GRAPHIC begin 644 g147138imgd9f277012.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 88 g147138imge2d937562.gif GRAPHIC begin 644 g147138imge2d937562.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 89 g147138imgec3f5c262.gif GRAPHIC begin 644 g147138imgec3f5c262.gif M1TE&.#EA[@(9 /, ",?(#(N+T ]/D],35Y;6VQJ:GMY>8J(B*>EIL3#Q-/2 MTN+AX?#P\ "'Y! $ T + #N AD 3^$,A)J[TXZ\V[ M_V HCF1IGFBJKFSKOG LSW1MWWBN[WSO_\"@<$@L&H_()"UP:#B?T*AT2JU: MK]BL=LOM>K_@L'A,+IO/Z+1ZS5XKW_#-@=&NV^_XO'[/[_O_@(%3<82%!0N" MB8J+C(V.CY"1@H64200)DIF:FYR=GI^@6Y6C0P((H:BIJJNLK:Y6I+$]3*^U MMK>XN;IILKTX<[O!PL/$Q:F^R#*'QLS-SL_0=,8$'BTJ5.;29404/"TJM66$0 .P$! end GRAPHIC 90 g147138imgf2ca05364.gif GRAPHIC begin 644 g147138imgf2ca05364.gif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end GRAPHIC 91 g147138imgf6042eb34.gif GRAPHIC begin 644 g147138imgf6042eb34.gif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end GRAPHIC 92 g147138imgf8006a271.gif GRAPHIC begin 644 g147138imgf8006a271.gif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