N-CSRS 1 d190349dncsrs.htm GOLDMAN SACHS VARIABLE INSURANCE TRUST Goldman Sachs Variable Insurance Trust

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-08361

 

 

Goldman Sachs Variable Insurance Trust

(Exact name of registrant as specified in charter)

 

 

71 South Wacker Drive, Chicago, Illinois 60606-6303

(Address of principal executive offices) (Zip code)

Caroline Kraus

Goldman, Sachs & Co.

200 West Street

New York, NY 10282

Copies to:

Geoffrey R.T. Kenyon, Esq.

Dechert LLP

One International Place, 40th Floor

100 Oliver Street

Boston, MA 02110-2605

(Name and address of agents for service)

 

 

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

Date of fiscal year end: December 31

Date of reporting period: June 30, 2016

 

 

 

ITEM 1. REPORTS TO STOCKHOLDERS.

 

     The Semi-Annual Reports to Shareholders are filed herewith.

 

 

 


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Global Trends

Allocation Fund

 

 

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

INVESTMENT OBJECTIVE

The Fund seeks total return while seeking to provide volatility management.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Quantitative Investment Strategies Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Global Trends Allocation Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated cumulative total returns of 0.46% and 0.37%, respectively. These returns compare to the 2.84% cumulative total return of the Fund’s benchmark, the Global Trends Allocation Composite Index (the “Index”), during the same time period. The components of the Fund’s benchmark, the Morgan Stanley Capital International (MSCI) World Index and the Barclays U.S. Aggregate Bond Index, generated cumulative total returns of 1.02% and 5.31%, respectively, during the same time period.

Importantly, during the Reporting Period, the Fund’s overall annualized volatility (which is measured versus the S&P 500® Index) was 5.64%, less than the S&P 500® Index’s annualized volatility of 16.16% during the same time period.

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

Global equities suffered a rout at the beginning of the Reporting Period, triggered by concerns about an intensifying economic slowdown in China and exacerbated by a plunge in crude oil prices. Near the middle of the Reporting Period, central bank dovishness, along with receding global economic concerns and oil price stabilization, helped to drive a global equity market recovery. (Dovish tends to suggest lower interest rates.) Near the end of the Reporting Period, however, the surprise “leave” result in the U.K. referendum on membership in the European Union, popularly known as Brexit, shook the global equity markets. Global equities then rebounded in the latter days of the Reporting Period owing to improving risk appetite, as markets digested the outcome of the Brexit vote and on continued dovish policy by global central banks.

In terms of fixed income, when the Reporting Period began, spread (or non-government bond) sectors retreated, selling off significantly from January to mid-February 2016. The selloff was driven by an increase in a number of perceived risks, such as slowing Chinese economic activity, the possibility of persistent oil oversupply and deteriorating corporate bond fundamentals, as the U.S. credit cycle entered its later stage. Some of these risks eased in the second half of the first calendar quarter, as economic news from China improved, U.S. oil production showed signs of slowing and commodity prices appeared to stabilize. As a result, spread sectors largely retraced their losses by the end of March 2016. During the second quarter of 2016, spread sectors rallied on stabilization of commodities prices as well as on declining fears about slowing Chinese economic growth and the potential for a U.S. economic recession. Spread sectors withstood the Brexit vote relatively well, selling off at first but then recovering most of their losses afterwards. Overall, during the Reporting Period, global interest rates broadly declined amid continued accommodative monetary policy from the world’s central banks.

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

The Fund primarily seeks to achieve its investment objective by investing in a global portfolio of equity and fixed income asset classes. Under normal market conditions, the Fund expects to invest at least 40% of its assets in equity investments and at least 20% of its assets in fixed income investments. The Investment Adviser makes investment decisions based upon its analysis of market factors around the world and may allocate more of the Fund’s assets to investments with strong recent performance and allocate assets away from investments with poor recent performance. The percentage of the Fund’s portfolio exposed to any asset class or geographic region will vary from time to time as the weightings of the Fund change, and the Fund may not be invested in each asset class at all times.

As part of the Fund’s investment strategy, the Investment Adviser seeks to manage volatility and limit losses by allocating the Fund’s assets away from risky investments in distressed or volatile market environments. Volatility is a statistical measurement of the magnitude of up and down fluctuations in the value of a financial instrument or index. In distressed or volatile market environments, the Fund may also hold significant amounts of U.S. Treasury, short-term or other fixed income investments,

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

including money market funds and repurchase agreements or cash, and at times may invest up to 100% of its assets in such investments.

During the Reporting Period, the Fund continued dynamically allocating across global asset classes, using a momentum-based methodology, as it sought total return while also seeking to provide volatility management. Momentum investing seeks growth of capital by gaining exposure to asset classes that have exhibited trends in price performance over selected time periods. In managing the Fund, we use a methodology that evaluates historical three-, six- and nine-month returns, volatilities and correlations across a range of nine global asset classes. Represented by indices, these asset classes include, within the equities category, the U.S. large-cap and small-cap, Europe, Asia, emerging markets, and U.K. stocks. Within the fixed income category, the Fund may allocate assets to the U.S., Europe and Japan. The analysis of these asset classes drives the aggregate allocations of the Fund over time. We believe market price momentum — either positive or negative — has significant predictive power.

During the Reporting Period, the Fund’s allocations to Japanese and European stocks detracted from performance. Conversely, the Fund’s allocation to fixed income bolstered returns as yields fell in many global economies. An allocation to U.S. Treasury securities contributed positively as did its allocation to Japanese government bonds. The Fund’s allocation to German government bonds also helped returns, albeit to a lesser extent. An allocation to cash provided downside protection, as global equity markets broadly pulled back at the beginning of the Reporting Period amid increased market volatility and broad-based investor risk aversion. Within equities, the Fund’s allocations to U.S. large-cap stocks and U.K. equities enhanced performance. A small allocation to U.S. small-cap equities also contributed positively. The Fund’s allocation to emerging market equities had a relatively neutral impact on performance during the Reporting Period.

What was the Fund’s volatility during the Reporting Period?

As part of our investment approach, we seek to mitigate the Fund’s volatility. As mentioned earlier, for the Reporting Period overall, the Fund’s actual volatility (annualized, using daily returns) was 5.64% versus the S&P 500® Index’s annualized volatility of 16.16%.

How was the Fund positioned during the Reporting Period?

During the Reporting Period, we tactically managed the Fund’s allocations across equity and fixed income markets based on the momentum and volatility of these asset classes. At the beginning of the Reporting Period, the Fund’s total assets were allocated 46% to equities, 27% to fixed income and 26% to cash. The Fund maintained a modest allocation to cash at the beginning of the Reporting Period when bond yields rose and dampened fixed income market momentum. Within fixed income, the Fund had small allocations to U.S. Treasuries as well as to German and Japanese government bonds. Within equities, the Fund had a significant allocation to U.S. large-cap equities and smaller allocations to Japanese, European and U.K. equities. The Fund did not have any exposure to emerging market and U.S. small-cap equities. Near the middle of the Reporting Period, we reduced the Fund’s allocation to cash as global equity markets continued to rally strongly. Within equities, the Fund continued to hold a significant allocation to U.S. large-cap equities and modest allocations to U.K., European and Japanese equities. It continued to have no exposure to U.S. small-cap and emerging market equities. Within fixed income, we increased the Fund’s allocation to U.S. Treasuries and to German and Japanese government bonds. Toward the end of the Reporting Period, we reduced the Fund’s allocation to cash as global equity markets continued to advance. We increased allocations to both equities and fixed income. Within equities, we slightly increased the Fund’s allocation to U.S. large-cap equities while adding smaller allocations to emerging markets equities and U.S. small-cap equities. The Fund maintained modest exposures to U.K., European and Japanese equities. Within fixed income, we increased the Fund’s allocations to U.S. Treasuries and Japanese government bonds while maintaining its small allocation to German government bonds.

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

During the Reporting Period, the Fund used exchange-traded index futures contracts to gain exposure to the European, Japanese and U.K. equity markets as well as to Japanese and German government bonds. The use of exchange-traded index futures had a negative impact on the Fund’s performance during the Reporting Period, as these allocations detracted from returns.

What is the Fund’s tactical asset allocation view and strategy for the months ahead?

At the end of the Reporting Period, we slightly increased the Fund’s allocation to cash. We reduced its allocation to equities and increased its allocation to fixed income. Within equities, we decreased the Fund’s allocations to U.S. large-cap, U.K., European and Japanese equities. We eliminated the Fund’s allocations to U.S. small-cap and emerging markets equities. Within fixed income, we increased its allocations to German government bonds and U.S. Treasury securities. We decreased the Fund’s allocation to Japanese

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

government bonds. Overall, at the end of the Reporting Period, the Fund’s total assets were allocated 34% to equities, 60% to fixed income and 6% to cash.

Going forward, we intend to position the Fund to provide exposure to price momentum from among nine underlying asset classes, while seeking to manage the volatility, or risk, of the overall portfolio. In general, the Fund seeks to maintain a strategic allocation of 60% of its assets in equity investments and 40% of its assets in fixed income investments. The Fund may deviate from these strategic allocations in order to allocate a greater percentage to asset classes with strong momentum and to reduce its allocation to assets with weak momentum. When volatility increases, our goal is to preserve capital by proportionally increasing the Fund’s cash exposure and reducing its exposure to riskier asset classes. There is no guarantee the Fund’s dynamic management strategy will cause it to achieve its investment objective.

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Index Definitions

Global Trends Allocation Composite Index is composed 60% of MSCI World Index and 40% of Barclays U.S. Aggregate Bond Index. It is a composite representation prepared by the Investment Adviser of the performance of the Fund’s asset classes, weighted according to their respective weightings in the Fund’s target range.

MSCI World Index (Net, USD, unhedged) is a free float-adjusted market capitalization weighted index that is designed to measure the equity market performance of 23 developed markets.

Barclays U.S. Aggregate Bond Index represents an unmanaged diversified portfolio of fixed income securities, including U.S. Treasuries, investment grade corporate bonds, and mortgage-backed and asset-backed securities.

 

4


FUND BASICS

 

Global Trends Allocation Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Three Years      Since Inception      Inception Date
Institutional      -4.91      N/A         0.76    10/16/13
Service      -5.22         1.61      3.54       4/16/12

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.82      0.99
Service        1.07         1.24   

 

2  The expense ratios of the Fund, both current (net of applicable fee waivers and/or expense limitations) and before waivers (gross of applicable fee waivers and/or expense limitations) are as set forth above according to the most recent publicly available Prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017, and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

 

5


FUND BASICS

 

FUND COMPOSITION3

 

LOGO

 

 

3  The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets (excluding investments in the securities lending reinvestment vehicle, if any). Figures in the graph may not sum to 100% due to the exclusion of other assets and liabilities. Consequently, the Fund’s overall sector allocations may differ from the percentages contained in the graph above. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

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

 

6


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Agency Debenture(a) – 4.8%   

 

FNMA Discount Notes

  

$ 17,877,000        0.000     08/01/16      $ 17,873,156   
  (Cost $17,871,612)     

 

 

   

 

 

 
     
  U.S. Treasury Obligation – 30.6%   

 

United States Treasury Note

  

$ 103,015,000        2.750     11/15/23      $ 113,553,438   
  (Cost $110,868,503)     

 

 

   

 

 

 

 

Shares      Description    Value  
  Exchange Traded Funds – 25.2%   
  304,745       iShares Core S&P 500 Fund    $ 64,209,771   
  153,562       Vanguard S&P 500 Fund      29,517,688   

 

 

 
  TOTAL EXCHANGE TRADED FUNDS   
  (Cost $90,517,665)    $ 93,727,459   

 

 

 
Shares      Distribution
Rate
   Value  
  Investment Company(b)(c) – 29.9%   

 
 

Goldman Sachs Financial Square Government Fund —
FST Institutional Shares

  
  

  110,962,728       0.299%    $ 110,962,728   
  (Cost $110,962,728)   

 

 

 
  TOTAL INVESTMENTS – 90.5%   
  (Cost $330,220,508)    $ 336,116,781   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 9.5%

     35,165,204   

 

 

 
  NET ASSETS – 100.0%    $ 371,281,985   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
(a)   Issued with a zero coupon. Income is recognized through the accretion of discount.
(b)   Represents an affiliated issuer.
(c)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2016.

 

Investment Abbreviation:
FNMA   —Federal National Mortgage Association

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At June 30, 2016, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
       Current
Value
       Unrealized
Gain (Loss)
 
EURO STOXX 50 Index        293           September 2016         $ 9,283,225         $ (111,147
Euro-Bund        359           September 2016           66,580,649           441,549   
FTSE 100 Index        170           September 2016           14,534,920           966,487   
TSE TOPIX Index        60           September 2016           7,236,721           (455,265
10 Year Japanese Government Bonds        52           September 2016           77,004,212           432,196   
TOTAL                                       $ 1,273,820   

 

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


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:  

Investments in unaffiliated issuers, at value (cost $219,257,780)

   $ 225,154,053   

Investments in affiliated Underlying Fund, at value (cost $110,962,728)

     110,962,728   

Cash

     33,171,799   

Receivables:

  

Investments sold

     31,800,097   

Collateral on certain derivative contracts

     3,595,578   

Dividends and interest

     278,788   

Fund shares sold

     190,632   

Reimbursement from investment adviser

     23,804   

Securities lending income

     2,049   

Variation margin on certain derivative contracts

     21,516   
Total assets      405,201,044   
  
  
Liabilities:    

Payables:

  

Investments purchased

     33,403,462   

Management fees

     225,542   

Distribution and Service fees and Transfer Agency fees

     81,559   

Fund shares redeemed

     80,854   

Accrued expenses

     127,642   
Total liabilities      33,919,059   
  
  
Net Assets:    

Paid-in capital

     386,878,036   

Undistributed net investment income

     62,165   

Accumulated net realized loss

     (22,787,813

Net unrealized gain

     7,129,597   
NET ASSETS    $ 371,281,985   

Net Assets:

  

Institutional

   $ 25,484   

Service

     371,256,501   

Total Net Assets

   $ 371,281,985   

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

  

Institutional

     2,333   

Service

     34,040,546   

Net asset value, offering and redemption price per share:

  

Institutional

     $10.92   

Service

     10.91   

 

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


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:  

Dividends — unaffiliated issuers

   $ 1,020,533   

Interest

     640,570   

Dividends — affiliated issuer

     175,045   

Securities lending income — affiliated issuer

     2,049   
Total investment income      1,838,197   
  
  
Expenses:    

Management fees

     1,406,356   

Distribution and Service fees — Service Shares

     444,715   

Professional fees

     75,077   

Transfer Agency fees(a)

     35,600   

Printing and mailing costs

     30,028   

Custody, accounting and administrative services

     24,943   

Trustee fees

     12,098   

Other

     9,596   
Total expenses      2,038,413   

Less — expense reductions

     (262,381
Net expenses      1,776,032   
NET INVESTMENT INCOME      62,165   
  
  
Realized and unrealized gain (loss):    

Net realized gain (loss) from:

  

Investments

     (3,601,769

Futures contracts

     (3,057,269

Foreign currency transactions

     118,091   

Net change in unrealized gain (loss) on:

  

Investments

     6,397,298   

Futures contracts

     1,021,483   

Foreign currency translation

     (56,106
Net realized and unrealized gain      821,728   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 883,893   

(a) Institutional and Service Shares incurred Transfer Agency fees of $26 and $35,574, respectively.

 

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


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Statement of Changes in Net Assets

 

    

For the

Six Months Ended

June 30, 2016

(Unaudited)

    

For the

Fiscal Year Ended

December 31, 2015

 
     
From operations:  

Net investment income (loss)

   $ 62,165       $ (486,837

Net realized loss

     (6,540,947      (14,388,102

Net change in unrealized gain (loss)

     7,362,675         (5,187,236
Net increase (decrease) in net assets resulting from operations      883,893         (20,062,175
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

             (3,063

Service Shares

             (309,376

From net realized gains

     

Institutional Shares

             (21,380

Service Shares

             (7,668,103
Total distributions to shareholders              (8,001,922
     
     
From share transactions:        

Proceeds from sales of shares

     33,123,773         141,160,161   

Reinvestment of distributions

             8,001,922   

Cost of shares redeemed

     (18,439,874      (33,842,796
Net increase in net assets resulting from share transactions      14,683,899         115,319,287   
TOTAL INCREASE      15,567,792         87,255,190   
     
     
Net assets:        

Beginning of period

     355,714,193         268,459,003   

End of period

   $ 371,281,985       $ 355,714,193   
Undistributed net investment income    $ 62,165       $   

 

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


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year - Share Class   Net asset
value,
beginning
of period
   

Net

investment

income

(loss)(a)

    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    From net
investment
income
    From
net
realized
gains
    Total
distributions
    Net asset
value,
end of
period
   

Total

return(b)

    Net assets,
end of
period
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income (loss)
to average
net assets
   

Portfolio
turnover

rate(c)

 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 10.89      $ (0.02   $ 0.05      $ 0.03      $      $      $      $ 10.92        0.46   $ 25        0.74 %(d)      0.90 %(d)      (0.34 )%(d)      144

2016 - Service

    10.88        (e)      0.03        0.03                             10.91        0.37        371,257        1.00 (d)      1.15 (d)      0.04 (d)      144   
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    11.82        0.01        (0.67     (0.66     (0.03     (0.24     (0.27     10.89        (5.52     1,008        0.75        0.92        0.12        504   

2015 - Service

    11.82        (0.02     (0.67     (0.69     (0.01     (0.24     (0.25     10.88        (5.82     354,706        1.00        1.17        (0.16     504   

2014 - Institutional

    11.46        0.08        0.41        0.49        (0.03     (0.10     (0.13     11.82        4.23        739        0.77        1.01        0.68        304   

2014 - Service

    11.47        (e)      0.45        0.45        (e)      (0.10     (0.10     11.82        3.95        267,720        1.03        1.24        0.04        304   

2013 - Institutional (Commenced October 16, 2013)

    11.41        0.01        0.34        0.35        (0.02     (0.28     (0.30     11.46        3.17        26        0.81 (d)      1.09 (d)      0.33 (d)      195   

2013 - Service

    10.36        (0.02     1.42        1.40        (0.01     (0.28     (0.29     11.47        13.57        136,116        1.04        1.51        (0.21     195   
                           

FOR THE PERIOD ENDED DECEMBER 31,

 

2012 (Commenced April 16, 2012)

    10.00        0.02        0.35        0.37               (0.01     (0.01     10.36        3.74        25,990        1.04 (d)      4.21 (d)      0.27 (d)      300   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(d) Annualized.
(e) Amount is less than $0.005 per share.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Global Trends Allocation Fund (the “Fund”). The Fund is a non-diversified portfolio under the Act offering two classes of shares — Institutional and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

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

2.    SIGNIFICANT ACCOUNTING POLICIES

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

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

B.  Investment Income and Investments — Investment income includes interest income, dividend income, net of any foreign withholding taxes, less any amounts reclaimable, and securities lending income. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments.

For derivative contracts, realized gains and losses are recorded upon settlement of the contract.

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Fund are charged to the Fund, while such expenses incurred by the Trust are allocated across the Fund on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

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

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Losses that are carried forward will retain their character as either short-term or long-term capital losses. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

 

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

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

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

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

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

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

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

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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

Equity Securities — Equity securities traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price is believed by GSAM to not represent fair value, equity securities are valued at the last bid price for long positions and at the last ask price for short positions. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under Valuation Procedures approved by the Trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. These investments are generally classified as Level 2 of the fair value hierarchy.

Underlying Funds (including Money Market Funds) — Underlying Funds (“Underlying Funds”) include other investment companies and exchange-traded funds (“ETFs”). Investments in the Underlying Funds (except ETFs) are valued at the NAV per share of the Institutional Share class (the FST Institutional Share class for Money Market Funds) on the day of valuation. ETFs are valued daily at the last sale price or official closing price on the principal exchange or system on which the investment is traded. Because the Fund invests in Underlying Funds that fluctuate in value, the Fund’s shares will correspondingly fluctuate in value. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2. For information regarding an Underlying Fund’s accounting policies and investment holdings, please see the Underlying Fund’s shareholder report.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the Trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities of G8 countries (not held in money market funds), which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

Derivative Contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors. The Fund enters into derivative transactions to hedge against changes in interest rates, securities prices, and/or currency exchange rates, to increase total return, or to gain access to certain markets or attain exposure to other underliers.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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

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

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.     INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments and derivatives classified in the fair value hierarchy as of June 30, 2016:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Fixed Income               

Agency Debenture

     $         $ 17,873,156         $   

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

       113,553,438                       
Exchange Traded Funds        93,727,459                       
Investment Company        110,962,728                       
Total      $ 318,243,625         $ 17,873,156         $   
Derivative Type                              
Assets(a)               
Futures Contracts      $ 1,840,232         $         $   
Liabilities(a)               
Futures Contracts      $ (566,412      $         $   

 

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

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

4.    INVESTMENTS IN DERIVATIVES

The following table sets forth, by certain risk types, the gross value of derivative contracts as of June 30, 2016. These instruments were used as part of the Fund’s investment strategies and to obtain and/or manage exposure related to the risks below. The values in the table below exclude the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Fund’s net exposure.

 

Risk         Statement of Assets and Liabilities   Assets(a)     Statement of Assets and Liabilities   Liabilities(a)  
Equity        Variation margin on certain derivative contracts   $ 966,487      Variation margin on certain derivative
contracts
  $ (566,412
Interest Rate        Variation margin on certain derivative contracts     873,745            
Total            $ 1,840,232          $ (566,412

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

 

 

4.    INVESTMENTS IN DERIVATIVES (continued)

 

The following table sets forth, by certain risk types, the Fund’s gains (losses) related to these derivatives and their indicative volumes for the six months ended June 30, 2016. These gains (losses) should be considered in the context that these derivative contracts may have been executed to create investment opportunities and/or economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statement of Operations:

 

Risk    Statement of Operations   Net
Realized
Gain (Loss)
    Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 
Equity    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts   $ (4,922,793   $ (134,088     581   
Interest Rate    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts     1,865,524        1,155,571        249   
Total        $ (3,057,269   $ 1,021,483        830   

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2016.

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trustees.

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

For the six months ended June 30, 2016, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Rate        
First
$1 billion
    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
    Effective Net
Management Rate^
 
  0.79%        0.71     0.68     0.66     0.65     0.79     0.73

 

^ Effective Net Management Rate includes the impact of management fee waivers of affiliated underlying funds, if any.

The Fund invests in FST Institutional Shares of the Goldman Sachs Financial Square Government Fund, which is an affiliated Underlying Fund. GSAM has agreed to waive a portion of its management fee payable by the Fund in an amount equal to the management fee it earns as an investment adviser to any of the affiliated Underlying Funds in which the Fund invests. For the six months ended June 30, 2016, GSAM waived $108,960 of the Fund’s management fee.

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

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

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification, and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.004%. The Other Expense limitation will remain in place through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, GSAM reimbursed $144,622 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the six months ended June 30, 2016, custody fee credits were $8,799.

E.  Line of Credit Facility — As of June 30, 2016, the Fund participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Fund did not have any borrowings under the facility.

F.  Other Transactions with Affiliates — The following table provides information about the Fund’s investment in the Goldman Sachs Financial Square Government Fund as of and for the six months ended June 30, 2016:

 

Market Value
12/31/2015
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/2016
    Dividend
Income
 
$ 160,199,048      $ 124,650,855      $ (173,887,175   $ 110,962,728      $ 175,045   

As of June 30, 2015, the Goldman Sachs Group, Inc. was the beneficial owner of approximately 100% of Institutional Shares of the Fund.

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

 

 

6.    PORTFOLIO SECURITIES TRANSACTIONS

 

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were as follows:

 

Purchases of

U.S. Government and

Agency Obligations

   

Purchases (Excluding

U.S. Government and

Agency Obligations)

   

Sales and

Maturities of
U.S. Government and

Agency Obligations

   

Sales and

Maturities (Excluding

U.S. Government and

Agency Obligations)

 
$ 169,949,677      $ 126,710,847      $ 109,087,142      $ 113,015,345   

7.    SECURITIES LENDING

Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the Fund receives cash collateral at least equal to the market value of the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded, and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit, the Fund may experience delay in the recovery of its securities or incur a loss should the borrower of the securities breach its agreement with the Fund or become insolvent at a time when the collateral is insufficient to cover the cost of repurchasing securities on loan. Dividend income received from securities on loan may not be subject to withholding taxes and therefore withholding taxes paid may differ from the amounts listed in the Statement of Operations. Loans of securities are terminable at any time and as such 1) the remaining contractual maturities of the outstanding securities lending transactions are considered to be overnight and continuous and 2) the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions.

The Fund invests the cash collateral received in connection with securities lending transactions in the Goldman Sachs Financial Square Money Market Fund (“Money Market Fund”), an affiliated series of the Trust. The Money Market Fund is registered under the Act as an open end investment company, is subject to Rule 2a-7 under the Act, and is managed by GSAM, for which GSAM may receive an investment advisory fee of up to 0.205% on an annualized basis of the average daily net assets of the Money Market Fund.

In the event of a default by a borrower with respect to any loan, GSAL will exercise any and all remedies provided under the applicable borrower agreement to make the Fund whole. These remedies include purchasing replacement securities by applying the collateral held from the defaulting broker against the purchase cost of the replacement securities. If, despite such efforts by GSAL to exercise these remedies, the Fund sustains losses as a result of a borrower’s default, GSAL indemnifies the Fund by purchasing replacement securities at GSAL’s expense, or paying the Fund an amount equal to the market value of the replacement securities, subject to an exclusion for any shortfalls resulting from a loss of value in the cash collateral pool due to reinvestment risk and a requirement that the Fund agrees to assign rights to the collateral to GSAL for purpose of using the collateral to cover purchase of replacement securities as more fully described in the Securities Lending Agency Agreement. The Fund’s loaned securities were all subject to enforceable Securities Lending Agreements and the value of the collateral is at least equal to the value of the cash received. The value of loaned securities and cash collateral at period end are disclosed in the Fund’s Statement of Assets and Liabilities.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

7.    SECURITIES LENDING (continued)

 

Both the Fund and GSAL received compensation relating to the lending of the Fund’s securities. The amounts earned by the Fund for the six months ended June 30, 2016, are reported under Investment Income on the Statement of Operations. For the six months ended June 30, 2016, GSAL earned $228 in fees as securities lending agent.

The following table provides information about the Fund’s investment in the Money Market Fund for the six months ended June 30, 2016:

 

Market Value
12/31/15
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/16
 
$      $ 10,425,000      $ (10,425,000   $   

8.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2015, the Fund’s capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

 

Capital loss carryforwards:   
Perpetual short-term    $ (13,375,529
Timing differences (Qualified Late Year Loss Deferral/Post October Loss Deferral)      (218,043

As of June 30, 2016, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 332,581,708   
Gross unrealized gain      5,896,273   
Gross unrealized loss      (2,361,200
Net unrealized gain    $ 3,535,073   

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and net mark to market gains (losses) on regulated futures contracts.

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

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

 

 

9.    OTHER RISKS

 

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

Derivatives Risk — Loss may result from the Fund’s investments in derivative instruments. These instruments may be illiquid, difficult to price and leveraged so that small changes in the value of the underlying instruments may produce disproportionate losses to the Fund. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. Losses from investments in derivatives can also result from a lack of correlation between changes in the value of derivative instruments and the portfolio assets (if any) being hedged.

Foreign and Emerging Countries Risk — Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. Foreign securities may be subject to risk of loss because of more or less foreign government regulation, less public information and less economic, political and social stability in the countries in which the Fund invests. Loss may also result from the imposition of exchange controls, confiscations and other government restrictions by the U.S. or other governments, or from problems in registration, settlement or custody. Foreign risk also involves the risk of negative foreign currency rate fluctuations, which may cause the value of securities denominated in such foreign currency (or other instruments through which the Fund has exposure to foreign currencies) to decline in value. Currency exchange rates may fluctuate significantly over short periods of time. To the extent that the Fund also invests in securities of issuers located in emerging markets, these risks may be more pronounced.

Foreign Custody Risk — A Fund that invests in foreign securities may hold such securities and cash with foreign banks, agents, and securities depositories appointed by the Fund’s custodian (each a “Foreign Custodian”). Some foreign custodians may be recently organized or new to the foreign custody business. In some countries, Foreign Custodians may be subject to little or no regulatory oversight over, or independent evaluation of, their operations. Further, the laws of certain countries may place limitations on a Fund’s ability to recover its assets if a Foreign Custodian enters bankruptcy. Investments in emerging markets may be subject to even greater custody risks than investments in more developed markets. Custody services in emerging market countries are very often undeveloped and may be considerably less well regulated than in more developed countries, and thus may not afford the same level of investor protection as would apply in developed countries.

Industry Concentration Risk — The Fund will not invest more than 25% of the value of its total assets in the securities of one or more issuers conducting their principal business activities in the same industry, except that, to the extent that an industry represents 20% or more of the Fund’s index at the time of investment, the Fund may invest up to 35% of its assets in that industry. Concentrating Fund investments in issuers conducting business in the same industry will subject the Fund to a greater risk of loss as a result of adverse economic, business or other developments affecting that industry than if its investments were not so concentrated.

Interest Rate Risk — When interest rates increase, fixed income securities or instruments held by the Fund will generally decline in value. Long-term fixed income securities or instruments will normally have more price volatility because of this risk than short-term fixed income securities or instruments. The risks associated with increasing rates are heightened given that interest rates are near historic lows, but may be expected to increase in the future with unpredictable effects on the markets and the Fund‘s investments.

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

9.    OTHER RISKS (continued)

 

Investments in Other Investment Companies — As a shareholder of another investment company, including an exchange traded fund (“ETF”), a Fund will indirectly bear its proportionate share of any net management fees and other expenses paid by such other investment companies, in addition to the fees and expenses regularly borne by the Fund. ETFs are subject to risks that do not apply to conventional mutual funds, including but not limited to the following: (i) the market price of the ETF’s shares may trade at a premium or a discount to their NAV; and (ii) an active trading market for an ETF’s shares may not develop or be maintained.

Large Shareholder Transactions Risk — The Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

Liquidity Risk — The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that the Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, the Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions. Liquidity risk may be the result of, among other things, the reduced number and capacity of traditional market participants to make a market in fixed income securities or the lack of an active market. The potential for liquidity risk may be magnified by a rising interest rate environment or other circumstances where investor redemptions from fixed income mutual funds may be higher than normal, potentially causing increased supply in the market due to selling activity.

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

Non-Diversification Risk — The Fund is non-diversified, meaning that it is permitted to invest a larger percentage of its assets in fewer issuers than diversified mutual funds. Thus, the Fund may be more susceptible to adverse developments affecting any single issuer held in its portfolio, and may be more susceptible to greater losses because of these developments.

 

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

 

 

10.    INDEMNIFICATIONS

 

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

11.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

12.    SUMMARY OF SHARE TRANSACTIONS

Share activity is as follows:

 

     For the Six Months Ended

June 30, 2016

(Unaudited)
    For the Fiscal Year Ended

December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold           $        65,120      $ 767,595   
Reinvestment of distributions                    2,244        24,443   
Shares redeemed      (90,223     (961,682     (37,336     (453,426
       (90,223     (961,682     30,028        338,612   
Service Shares         
Shares sold      3,078,154        33,123,773        12,070,417        140,392,566   
Reinvestment of distributions                    732,551        7,977,479   
Shares redeemed      (1,626,164     (17,478,192     (2,872,736     (33,389,370
       1,451,990        15,645,581        9,930,232        114,980,675   
NET INCREASE      1,361,767      $ 14,683,899        9,960,260      $ 115,319,287   

 

23


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Fund Expenses — Six Month Period Ended June 30, 2016  (Unaudited)

As a shareholder of the Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

Share Class   Beginning
Account Value
01/01/16
   

Ending

Account Value
06/30/16

   

Expenses Paid

for the

6 Months

Ended

06/30/16*

 
Institutional        
Actual   $ 1,000      $ 1,002.80      $ 3.68   
Hypothetical 5% return     1,000        1,021.18     3.72   
Service        
Actual     1,000        1,002.80        4.98   
Hypothetical 5% return     1,000        1,019.89     5.02   

 

  * Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.74% and 1.00% for Institutional and Service Shares, respectively.  

 

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

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

 

Background

The Goldman Sachs Global Trends Allocation Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Fund.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;
  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), and a benchmark performance index, and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider; and
  (ii)   the Fund’s expense trends over time;
  (f)   with respect to the extensive investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)   the undertaking of the Investment Adviser to waive certain fees and to limit certain expenses of the Fund that exceed a specified level;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;
  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, securities lending, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationship with the Investment Adviser;

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (l)   information regarding commissions paid by the Fund and broker oversight, other information regarding portfolio trading, and how the Investment Adviser carries out its duty to seek best execution;
  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Fund by its unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Fund’s distribution arrangements. They received information regarding the Fund’s assets, share purchase and redemption activity, and payment of distribution and service fees. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Fund and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Fund. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Fund by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Fund and their service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Fund and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Fund. In this regard, they compared the investment performance of the Fund to its peers using rankings and ratings compiled by the Outside Data Provider as of December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on the Fund’s investment performance was provided for the one-year period ending on the applicable dates. The Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies and market conditions.

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Investment Adviser’s periodic reports with respect to the Fund’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management. They noted the efforts of the Fund’s portfolio management team to continue to enhance the investment model used in managing the Fund.

The Trustees noted that the Fund’s Institutional Shares had placed in the fourth quartile of the Fund’s peer group and had underperformed the Fund’s benchmark index and its Competitor Fund Average for the one-year period ended March 31, 2016. They also noted that in April 2015 the Fund had been repositioned from the Goldman Sachs Global Markets Navigator Fund, which involved changes to the Fund’s investment objective, investment strategy, and benchmark.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Fund thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fee and breakpoints to those of a relevant peer group and category universe; an expense analysis which compared the Fund’s overall net and gross expenses to a peer group and a category universe; and a three-year history comparing the Fund’s net expenses to the peer and category medians. The analyses also compared the Fund’s transfer agency, custody, and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.

In addition, the Trustees considered the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed specified levels. The Trustees also noted that certain changes were being made to existing fee waiver or expense limitation arrangements of the Fund that would have the effect of decreasing total Fund expenses, with such changes taking effect in connection with the Fund’s next annual registration statement update. They also considered, to the extent that the Investment Adviser manages other types of accounts having investment objectives and policies similar to those of the Fund, comparative fee information for services provided by the Investment Adviser to those accounts, and information that indicated that services provided to the Fund differed in various significant respects from the services provided to other types of accounts which, in many cases, operated under less stringent legal and regulatory structures, required fewer services from the Investment Adviser to a smaller number of client contact points, and were less time-intensive.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and the Fund were provided for 2015 and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund at the following annual percentage rates of the average daily net assets of the Fund:

 

First $1 billion     0.79
Next $1 billion     0.71   
Next $3 billion     0.68   
Next $3 billion     0.66   
Over $8 billion     0.65   

The Trustees noted that the breakpoints were designed to share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. The Trustees considered the amounts of assets in the Fund; the Fund’s recent share purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer group; and the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. Upon reviewing these matters at the Annual Meeting, the Trustees concluded that the fee breakpoints represented a means of assuring that benefits of scalability, if any, would be passed along to shareholders at the specified asset levels.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund as stated above, including: (a) transfer agency fees received by Goldman, Sachs & Co. (“Goldman Sachs”); (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (d) fees earned by Goldman Sachs Agency Lending (“GSAL”), an affiliate of the Investment Adviser, as securities lending agent (and fees earned by the Investment Adviser for managing the fund in which the Fund’s cash collateral is invested); (e) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (f) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (g) Goldman Sachs’ retention of certain fees as Fund Distributor; (h) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund; and (i) the possibility that the working relationship between the Investment Adviser and the Fund’s third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Fund and Its Shareholders

The Trustees also noted that the Fund receives certain potential benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Fund as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization; (g) the Fund’s access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; (h) the Fund’s ability to participate in the securities lending program administered by GSAL, as measured by the revenue received by the Fund in connection with the program; and (i) the Fund’s access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

 

28


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Fund and its shareholders and that the Management Agreement should be approved and continued with respect to the Fund until June 30, 2017.

 

29


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels   Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

References to indices, benchmarks or other measures of relative market performance over a specified period of time are provided for your information only and do not imply that the portfolio will achieve similar results. The index composition may not reflect the manner in which a portfolio is constructed. While an adviser seeks to design a portfolio which reflects appropriate risk and return features, portfolio characteristics may deviate from those of the benchmark.

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

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

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

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Global Trends Allocation Fund.

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

© 2016 Goldman Sachs. All rights reserved.

VITNAVSAR-16/58881-TMPL-08/2016/12.8K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Large Cap Value Fund

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term capital appreciation.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Value Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Large Cap Value Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated cumulative total returns of 1.17% and 0.96%, respectively. These returns compare to the -6.30% cumulative total return of the Fund’s benchmark, the Russell 1000® Value Index (with dividends reinvested) (the “Russell Index”) during the same time period.

What economic and market factors most influenced the equity markets as a whole during the Reporting Period?

Representing the U.S. equity market, the S&P 500® Index gained 3.84% during the Reporting Period.

As the Reporting Period began in January 2016, U.S. equities were embroiled in a global rout, triggered by investor concerns about an intensifying economic slowdown in China and exacerbated by an oil price plunge. Following a December 2015 interest rate hike, the January 2016 Federal Reserve (“Fed”) statement acknowledged these external risks and tightening financial conditions. U.S. equities stabilized in February 2016, as market sentiment improved on the more dovish tone set by global central banks. (Dovish language tends to suggest lower interest rates.) U.S. equities were also supported by stronger economic data, rallying as fourth quarter U.S. Gross Domestic Product (“GDP”) came in above consensus expectations. In March 2016, the Fed kept interest rates on hold and surprised on the dovish side, reducing its forecast to two interest rate hikes in 2016, down from four. Along with receding global economic concerns, we believe this helped to drive a recovery in U.S. equities. Released in March 2016, February 2016 unemployment data came in ahead of market consensus, with unemployment steady at 4.9% in spite of higher participation rates and declining underemployment.

Following the rebound in March 2016, market sentiment appeared to remain sanguine in April 2016, as oil prices rose and China’s economic growth concerns abated. U.S. equities fell near the end of the month as investors were disappointed by a lack of additional stimulus from the Bank of Japan and by a weaker than consensus expected first quarter U.S. GDP rate of 0.5%. Hawkish Fed minutes released in May 2016 temporarily revived market expectations for a Fed interest rate hike in June 2016, but weaker than expected May 2016 payroll data subsequently drove such expectations lower. (Hawkish language tends to suggest higher interest rates; opposite of dovish.) The Fed ultimately held interest rates steady in June 2016 and signaled a slower pace of hikes, acknowledging the slowdown in the labor market. Markets were otherwise dominated in June 2016 by the U.K. referendum on membership in the European Union, popularly known as Brexit. U.S. equities sold off in the global risk-off, or heightened risk adverse sentiment in June 2016 following the surprise “leave” result. Markets rebounded in the latter days of the month owing to improving risk sentiment as markets digested the Brexit vote outcome and on dovish remarks from Bank of England Governor Carney.

For the Reporting Period overall, telecommunication services and utilities were the best performing sectors in the S&P 500 Index by a wide margin. Energy and consumer staples also posted double-digit gains. The energy sector was the largest positive contributor to S&P 500 Index returns, as measured by weight times performance. The weakest performing sectors in the S&P 500 Index during the Reporting Period were financials and information technology, the only two to post negative absolute returns, followed by consumer discretionary and health care, which were also weak but generated modestly positive returns during the Reporting Period.

Within the U.S. equity market, there was significant disparity in performance not only among sectors but also among the various capitalization and style segments. While all capitalization segments posted positive returns, mid-cap stocks, as measured by the Russell Midcap® Index, performed best, followed by large-cap stocks, as measured by the Russell 1000® Index, and then, small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, value-oriented stocks significantly outpaced growth-oriented stocks across the capitalization spectrum. Value outperformed relative to growth during the Reporting Period primarily due to weaker performance of the growth-oriented health care sector. (All as measured by the Russell Investments indices.)

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

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

While the Fund posted absolute gains, it underperformed the Russell Index on a relative basis. Stock selection had the greatest effect on the Fund’s performance relative to the Russell Index during the Reporting Period.

Which equity market sectors most significantly affected Fund performance?

Stock selection in the financials, health care and industrials sectors detracted most from the Fund’s relative results. Only partially offsetting these detractors was stock selection in the energy and consumer discretionary sectors, which contributed positively. Having an overweighted allocation to telecommunication services, which was the second best performing sector in the Russell Index during the Reporting Period, also helped.

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

Detracting most from the Fund’s results relative to its benchmark index were positions in global pharmaceutical company Allergan, multinational banking and financial services company Bank of America and generic and specialty pharmaceuticals company Mylan.

During the Reporting Period, Allergan’s shares were negatively affected when its announced merger with Pfizer fell through due to potential regulatory risk. In light of this underperformance, we believe the company’s valuation was even more attractive on both an absolute basis and relative to its peers, and thus we added to the Fund’s position on weakness. Additionally, the company is in the final stages of selling its generic business to Teva Pharmaceuticals, which could allow Allergan to pay down debt, return capital to shareholders, invest in its pipeline and seek accretive merger and acquisition opportunities, in our view.

Banks underperformed the Russell Index broadly during the Reporting Period as a result of lowered consensus expectations for interest rate increases and capital markets activity as well as on concerns about loan exposure to the energy sector. Bank of America was no exception. We added to the Fund’s position given our view that the company’s valuation was even more attractive on both an absolute basis and relative to its peers following this recent underperformance. Additionally, we remained positive at the end of the Reporting Period based on Bank of America’s leverage to a strengthening U.S. economy and its management’s focus on cost control initiatives.

Mylan’s stock declined during the Reporting Period due to investor concerns about weaker than expected generic drug pricing in North America. Additionally, its stock price declined early in 2016 following an agreement to acquire Meda Pharmaceuticals for a larger than expected premium, which was received negatively by the market. While we continue to be positive about the company, we became worried about Mylan’s ability to maintain pricing power and thus exited the position in favor of higher conviction opportunities.

What were some of the Fund’s best-performing individual stocks?

Relative to the Russell Index, the Fund benefited most from positions in Southwestern Energy, BP and Apache—each an energy-related company.

Southwestern Energy, a natural gas and oil exploration and production company, was the top contributor to the Fund’s relative performance during the Reporting Period. Its stock performance was driven primarily by a rise in natural gas prices during the Reporting Period. Sentiment on natural gas and on natural gas-related companies improved due to a better supply and demand outlook for the natural gas market. At the end of the Reporting Period, we continued to see upside for Southwestern Energy given what we view as the company’s high quality assets, specifically in the Marcellus, Fayetteville and Utica Shales. We were encouraged by its management team’s focus on cutting costs and divesting assets in an effort to keep debt in check and by its commitment to capital efficiency amidst a more challenging macro environment.

BP, an integrated oil and gas company, performed well, similarly supported by rising oil and natural gas prices during the Reporting Period. At the end of the Reporting Period, we viewed the company’s capital efficiency favorably, evidenced by production growth despite capital expenditure reductions. What we see as the capital discipline of BP’s management also gave us confidence in the sustainability of the company’s dividend, and we believed the company was attractively valued relative to its peers. We added to the Fund’s position in BP during the Reporting Period.

Apache explores, develops and produces natural gas, crude oil and natural gas liquids. The company has exploration and production interests in six countries and regions — the U.S., Canada, Egypt, the U.K, the North Sea and Argentina. Stronger oil and gas prices led to a rally in Apache’s stock during the Reporting Period, but we exited the Fund’s position in its stock in May 2016 as the price target we had established was reached.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

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

During the Reporting Period, we did not use derivatives as part of an active management strategy.

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

Based predominantly on valuation, we re-initiated a Fund position in Verizon Communication, a wireless communications provider, having sold the Fund’s position in its stock during the prior reporting period. In our view, the company is a high quality franchise with solid new product revenues and an improving free cash flow profile. Additionally, we believe Verizon has some of the best assets in the industry, and we were positive, at the time of purchase, on its recent customer growth. We believe that going forward Verizon should have the potential to experience healthy growth should its management team continue to invest and focus on its strong wireless business.

During the Reporting Period, we established a Fund position in Chevron, an integrated energy company. In our view, Chevron has a strong management team focused on creating shareholder value. Further, we believe its management team has been disciplined with cost reductions and demonstrated capital efficiency in a challenging commodity price environment. Indeed, despite a more challenging backdrop for energy, we believe Chevron should be able to grow production while significantly reducing capital expenditures. Finally, in our opinion, shares of the company were undervalued at the time of our purchase compared to its integrated energy peers.

In addition to those sales already mentioned, we sold the Fund’s position in Cabot Oil & Gas. We chose to sell the Fund’s position following strong performance during the Reporting Period, driven largely by the rally in oil and gas prices but which left less upside potential, in our view. Similarly, we exited the Fund’s position in Lowe’s Companies, selling the position following strong performance during the Reporting Period, which left less upside potential, in our opinion. In both cases, we used the sales proceeds to fund other positions in the Fund that we felt had better risk-adjusted return potential.

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

In constructing the Fund’s portfolio, we focus on picking stocks rather than on making industry or sector bets. We seek to outpace the benchmark index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. Consequently, changes in its sector weights are generally the direct result of individual stock selection or of stock appreciation or depreciation. That said, during the Reporting Period, the Fund’s exposure to energy, health care and industrials increased compared to the Russell Index. The Fund’s position in cash also increased during the Reporting Period. The Fund’s allocations compared to the benchmark index in consumer discretionary and financials decreased.

How was the Fund positioned relative to its benchmark index at the end of the Reporting Period?

At the end of June 2016, the Fund had overweighted positions relative to the Russell Index in the health care, information technology and consumer discretionary sectors. On the same date, the Fund had underweighted positions compared to the Russell Index in financials and utilities and was rather neutrally weighted to the Russell Index in consumer staples, energy, industrials, materials and telecommunication services.

Were there any changes to the Fund’s portfolio management team during the Reporting Period?

Effective June 30, 2016, Andrew Braun, Managing Director and Portfolio Manager on the U.S. Value Equity Team for the Mid and Large Cap Value strategies, left the firm. For the Fund, John Arege, Managing Director and Portfolio Manager, has assumed Andy’s responsibilities in the financials (excluding REITs) industry. He will retain his existing coverage in the insurance and energy market segment and has transitioned his responsibilities in industrials to Kevin Martens, Vice President and Portfolio Manager. John will continue as Co-lead Portfolio Manager along with Sean Gallagher, Managing Director and Chief Investment Officer.

The U.S. Value Equity Team continues to be led by Sean Gallagher. Sean has 23 years of investing experience and has been the Head of the U.S. Value Equity Team and Chief Investment Officer since 2009. He joined Goldman Sachs in 2000. Sean continues to lead a well-resourced and talented team of investment professionals. The U.S. Value Equity Team consists of more than 25 investment professionals, including 15 portfolio managers averaging more than 17 years of investment experience.

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

What is the Fund’s tactical view and strategy for the months ahead?

As we enter the second half of 2016, we continue to see what we believe are opportunities across the U.S. equity markets. While our aggregate return expectations are lower than in recent years given slow economic growth and a dearth of outright cheap valuations, we believe equities still looked more attractive at the end of the Reporting Period than most other asset classes. At the same time, we recognize the increased risk from rising geopolitical tensions. Accordingly, we favor high quality, domestically-oriented companies. In an environment with lower expected absolute returns, we believe an active approach is paramount for generating strong performance.

Regardless of market direction, our fundamental, bottom-up stock selection continues to drive our process, rather than headlines or sentiment. We maintain high conviction in the companies the Fund owns and believe they have the potential to outperform relative to the broader market regardless of economic growth conditions. We continue to focus on undervalued companies that we believe have comparatively greater control of their own destiny, such as innovators with differentiated products, companies with low cost structures or companies that have been investing in their own businesses and may be poised to gain market share. We maintain our discipline in identifying companies with what we believe to be strong or improving balance sheets, led by quality management teams and trading at discounted valuations. We remain focused on the long-term performance of the Fund.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Index Definitions

The Russell 1000® Value Index (with dividends reinvested) is an unmanaged market capitalization weighted index of the 1000 largest U.S. companies with lower price-to-book ratios and lower forecasted growth values. The figures for the Index do not include any deduction for fees, expenses or taxes. It is not possible to invest directly in an index.

The Russell 2000® Index (with dividends reinvested) is an unmanaged index of common stock prices that measures the performance of the 2000 smallest companies in the Russell 3000® Index. The figures for the Index do not include any deduction for fees, expenses or taxes. It is not possible to invest directly in an index.

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

The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which represent approximately 25% of the total market capitalization of the Russell 1000 Index. It is not possible to invest directly in an index.

The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000® Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index. It is not possible to invest directly in an index.

 

5


FUND BASICS

 

Large Cap Value Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      -4.45      9.26      5.00      4.51    1/12/98
Service      -4.66         9.00         N/A         3.04       7/24/07

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.74      0.81
Service        0.99         1.06   

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 6/30/163

 

Holding      % of Net Assets      Line of Business
General Electric Co.        4.8%       Capital Goods
Wells Fargo & Co.        4.6      Banks
Verizon Communications, Inc.        4.5      Telecommunication Services
Bank of America Corp.        4.0      Banks
Exxon Mobil Corp.        3.8      Energy
JPMorgan Chase & Co.        3.2      Banks
The Procter & Gamble Co.        3.2      Household & Personal Products
Johnson & Johnson        2.8      Pharmaceuticals, Biotechnology & Life Sciences
Pfizer, Inc.        2.7      Pharmaceuticals, Biotechnology & Life Sciences
Chevron Corp.        2.5      Energy

 

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

 

6


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2016

 

 

 

LOGO

 

 

 

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

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Shares      Description    Value  
  Common Stocks – 97.6%   

 

Banks – 13.8%

 

  2,625,371       Bank of America Corp.    $ 34,838,673   
  452,453       JPMorgan Chase & Co.      28,115,430   
  149,085       M&T Bank Corp.      17,626,320   
  838,880       Wells Fargo & Co.      39,704,190   
     

 

 

 
        120,284,613   

 

 

 

 

Capital Goods – 7.2%

 

  1,334,805       General Electric Co.      42,019,662   
  198,113       United Technologies Corp.      20,316,488   
     

 

 

 
        62,336,150   

 

 

 

 

Consumer Durables & Apparel – 3.0%

 

  280,867       Mattel, Inc.      8,788,329   
  214,581       Newell Brands, Inc.      10,422,199   
  106,472       VF Corp.      6,546,963   
     

 

 

 
        25,757,491   

 

 

 

 

Diversified Financials – 5.8%

 

  303,691       American Express Co.      18,452,265   
  177,490       Capital One Financial Corp.      11,272,390   
  250,363       Invesco Ltd.      6,394,271   
  536,887       Morgan Stanley      13,948,324   
     

 

 

 
        50,067,250   

 

 

 

 

Energy – 12.7%

 

  237,221       Baker Hughes, Inc.      10,705,784   
  463,684       BP PLC ADR      16,465,419   
  205,736       Chevron Corp.      21,567,305   
  299,392       ConocoPhillips      13,053,491   
  356,405       Exxon Mobil Corp.      33,409,404   
  218,572       National Oilwell Varco, Inc.      7,354,948   
  600,816       Southwestern Energy Co.*      7,558,265   
     

 

 

 
        110,114,616   

 

 

 

 

Food & Staples Retailing – 3.3%

 

  289,981       Wal-Mart Stores, Inc.      21,174,413   
  233,256       Whole Foods Market, Inc.      7,468,857   
     

 

 

 
        28,643,270   

 

 

 

 

Food, Beverage & Tobacco – 1.5%

 

  126,882       Mondelez International, Inc. Class A      5,774,400   
  141,247       Reynolds American, Inc.      7,617,451   
     

 

 

 
        13,391,851   

 

 

 

 

Health Care Equipment & Services – 4.4%

 

  358,561       Abbott Laboratories      14,095,033   
  59,185       Aetna, Inc.      7,228,264   
  193,051       Medtronic PLC      16,751,035   
     

 

 

 
        38,074,332   

 

 

 

 

Household & Personal Products – 4.1%

 

  56,088       Kimberly-Clark Corp.      7,710,978   
  325,834       The Procter & Gamble Co.      27,588,365   
     

 

 

 
        35,299,343   

 

 

 
  Common Stocks – (continued)   

 

Insurance – 1.5%

 

  98,370       The Hartford Financial Services Group, Inc.    $ 4,365,661   
  272,746       XL Group PLC      9,085,169   
     

 

 

 
        13,450,830   

 

 

 

 

Materials – 2.6%

 

  237,062       E.I. du Pont de Nemours & Co.      15,361,617   
  176,448       Newmont Mining Corp.      6,902,646   
     

 

 

 
        22,264,263   

 

 

 

 

Media – 2.1%

 

  112,015       Comcast Corp. Class A      7,302,258   
  81,465       DISH Network Corp. Class A*      4,268,766   
  159,729       Viacom, Inc. Class B      6,623,961   
     

 

 

 
        18,194,985   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 10.7%

 

  73,045       Allergan PLC*      16,879,969   
  32,154       Biogen, Inc.*      7,775,480   
  82,477       Celgene Corp.*      8,134,707   
  86,418       Eli Lilly & Co.      6,805,417   
  198,051       Johnson & Johnson      24,023,586   
  658,427       Pfizer, Inc.      23,183,215   
  72,045       Vertex Pharmaceuticals, Inc.*      6,197,311   
     

 

 

 
        92,999,685   

 

 

 

 

Real Estate Investment Trusts – 1.5%

 

  34,816       AvalonBay Communities, Inc.      6,280,458   
  69,343       Vornado Realty Trust      6,942,621   
     

 

 

 
        13,223,079   

 

 

 

 

Retailing – 0.8%

 

  62,747       Expedia, Inc.      6,670,006   

 

 

 

 

Semiconductors & Semiconductor Equipment – 1.8%

 

  94,432       Maxim Integrated Products, Inc.      3,370,278   
  227,943       QUALCOMM, Inc.      12,210,907   
     

 

 

 
        15,581,185   

 

 

 

 

Software & Services – 5.9%

 

  19,217       Alphabet, Inc. Class A*      13,519,736   
  433,869       eBay, Inc.*      10,156,873   
  87,867       Microsoft Corp.      4,496,154   
  333,765       Oracle Corp.      13,661,002   
  461,199       Symantec Corp.      9,473,028   
     

 

 

 
        51,306,793   

 

 

 

 

Technology Hardware & Equipment – 3.6%

 

  129,981       Apple, Inc.      12,426,184   
  369,129       Cisco Systems, Inc.      10,590,311   
  219,425       Corning, Inc.      4,493,824   
  74,322       TE Connectivity Ltd.      4,244,529   
     

 

 

 
        31,754,848   

 

 

 

 

Telecommunication Services – 4.4%

 

  694,167       Verizon Communications, Inc.      38,762,285   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Transportation – 1.6%

 

  157,615       Union Pacific Corp.    $ 13,751,909   

 

 

 

 

Utilities – 5.3%

 

  54,429       Consolidated Edison, Inc.      4,378,269   
  121,856       Duke Energy Corp.      10,454,026   
  166,632       FirstEnergy Corp.      5,817,123   
  102,294       NextEra Energy, Inc.      13,339,138   
  194,183       PG&E Corp.      12,412,177   
     

 

 

 
        46,400,733   

 

 

 
  TOTAL INVESTMENTS – 97.6%   
  (Cost $748,716,076)    $ 848,329,517   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 2.4%

     21,023,388   

 

 

 
  NET ASSETS – 100.0%    $ 869,352,905   

 

 

 

 

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

 

Investment Abbreviation:
ADR   —American Depositary Receipt

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:  

Investments, at value (cost $748,716,076)

   $ 848,329,517   

Cash

     33,270,297   

Receivables:

  

Investments sold

     5,052,695   

Dividends

     800,957   

Fund shares sold

     129,063   

Reimbursement from investment adviser

     21,815   
Total assets      887,604,344   
  
  
Liabilities:    

Payables:

  

Fund shares redeemed

     8,868,395   

Investments purchased

     8,637,558   

Management fees

     515,567   

Distribution and Service fees and Transfer Agency fees

     138,764   

Accrued expenses

     91,155   
Total liabilities      18,251,439   
  
  
Net Assets:    

Paid-in capital

     810,514,109   

Undistributed net investment income

     10,373,437   

Accumulated net realized loss

     (51,148,082

Net unrealized gain

     99,613,441   
NET ASSETS    $ 869,352,905   

Net Assets:

  

Institutional

   $ 263,642,810   

Service

     605,710,095   

Total Net Assets

   $ 869,352,905   

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

  

Institutional

     27,767,289   

Service

     63,905,375   

Net asset value, offering and redemption price per share:

  

Institutional

     $9.49   

Service

     9.48   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:    

Dividends

   $ 12,941,677   
  
  
Expenses:    

Management fees

     3,172,366   

Distribution and Service fees — Service Shares

     730,937   

Transfer Agency fees(a)

     84,589   

Printing and mailing costs

     48,470   

Professional fees

     35,363   

Custody, accounting and administrative services

     27,458   

Trustee fees

     13,745   

Other

     24,671   
Total expenses      4,137,599   

Less — expense reductions

     (269,458
Net expenses      3,868,141   
NET INVESTMENT INCOME      9,073,536   
  
  
Realized and unrealized gain (loss):    

Net realized loss from investments (including commissions recaptured of $48,740)

     (46,844,880

Net change in unrealized gain on investments

     45,603,821   
Net realized and unrealized loss      (1,241,059
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 7,832,477   

(a) Institutional and Service Shares incurred Transfer Agency fees of $26,119 and $58,470, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
 
     
From operations:  

Net investment income

   $ 9,073,536       $ 11,690,140   

Net realized gain (loss)

     (46,844,880      95,458,298   

Net change in unrealized gain (loss)

     45,603,821         (148,127,736
Net increase (decrease) in net assets resulting from operations      7,832,477         (40,979,298
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

             (4,277,987

Service Shares

             (7,701,841

From net realized gains

     

Institutional Shares

             (34,533,023

Service Shares

             (75,483,763
Total distributions to shareholders              (121,996,614
     
     
From share transactions:        

Proceeds from sales of shares

     34,758,459         81,069,087   

Reinvestment of distributions

             121,996,614   

Cost of shares redeemed

     (63,836,608      (168,775,231
Net increase (decrease) in net assets resulting from share transactions      (29,078,149      34,290,470   
TOTAL DECREASE      (21,245,672      (128,685,442
     
     
Net assets:        

Beginning of period

     890,598,577         1,019,284,019   

End of period

   $ 869,352,905       $ 890,598,577   
Undistributed net investment income    $ 10,373,437       $ 1,299,901   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year - Share Class   Net asset
value,
beginning
of period
    Net
investment
income(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    From net
investment
income
   

From

net
realized
loss

    Total
distributions
    Net asset
value,
end of
period
    Total
return(b)
   

Net assets,
end of
period

(in 000s)

    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income to
average net
assets
    Portfolio
turnover
rate(c)
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 9.39      $ 0.10 (d)    $      $ 0.10      $      $      $      $ 9.49        1.17   $ 263,643        0.74 %(d)      0.81 %(e)      2.32 %(d)(e)      79

2016 - Service

    9.39        0.09 (d)             0.09                             9.48        0.96        605,710        0.99 (d)      1.06 (e)      2.07 (d)(e)      79   
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    11.39        0.15        (0.67     (0.52     (0.16     (1.32     (1.48     9.39        (4.41     279,910        0.74        0.81        1.38        83   

2015 - Service

    11.38        0.13        (0.67     (0.54     (0.13     (1.32     (1.45     9.39        (4.58     610,689        0.99        1.06        1.13        83   

2014 - Institutional

    12.59        0.16        1.38        1.54        (0.19     (2.55     (2.74     11.39        12.94        326,543        0.75        0.80        1.21        72   

2014 - Service

    12.58        0.13        1.37        1.50        (0.15     (2.55     (2.70     11.38        12.61        692,741        1.00        1.05        0.96        72   

2013 - Institutional

    10.76        0.14        3.39        3.53        (0.16     (1.54     (1.70     12.59        33.23        370,241        0.75        0.79        1.15        86   

2013 - Service

    10.75        0.11        3.39        3.50        (0.13     (1.54     (1.67     12.58        32.93        792,553        1.00        1.04        0.91        86   

2012 - Institutional

    9.39        0.15        1.64        1.79        (0.15     (0.27     (0.42     10.76        19.07        351,677        0.77        0.78        1.40        120   

2012 - Service

    9.38        0.12        1.64        1.76        (0.12     (0.27     (0.39     10.75        18.77        734,577        1.02        1.03        1.15        120   

2011 - Institutional

    10.24        0.14 (f)      (0.86     (0.72     (0.13            (0.13     9.39        (7.05     421,560        0.78        0.79        1.39 (f)      91   

2011 - Service

    10.23        0.12 (f)      (0.87     (0.75     (0.10            (0.10     9.38        (7.27     857,659        1.03        1.04        1.23 (f)      91   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund's portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments. If such transactions were included, the Fund's portfolio turnover rate may be higher.
(d) Reflects income recognized from a special dividend which amounted to $0.02 per share and 0.19% of average net assets.
(e) Annualized.
(f) Reflects income recognized from special dividends which amounted to $0.02 per share and 0.19% of average net assets.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Large Cap Value Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

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

2.    SIGNIFICANT ACCOUNTING POLICIES

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

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

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

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Fund are charged to the Fund, while such expenses incurred by the Trust are allocated across the Fund on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

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

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Losses that are carried forward will retain their character as either short-term or long-term capital losses. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

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

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

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

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

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

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

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

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

Equity Securities — Equity securities traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price is believed by GSAM to not represent fair value, equity securities are valued at the last bid price for long positions and at the last ask price for short positions. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under Valuation Procedures approved by the Trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. These investments are generally classified as Level 2 of the fair value hierarchy.

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events which could affect a large number of securities in a

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3. INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments classified in the fair value hierarchy as of June 30, 2016:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments(a)               

North America

     $ 848,329,517         $         $   

 

(a) Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of NAV. Security valuations are based on the principal exchange or system on which they are traded, which may differ from country of domicile noted in table.

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

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trustees.

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

For the six months ended June 30, 2016, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Rate        
First
$1 billion
    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
    Effective Net
Management Rate^
 
  0.75%        0.68     0.65     0.64     0.63     0.75     0.72 %* 

 

^ Effective Net Management Rate includes the impact of management fee waivers of affiliated underlying funds, if any.
* GSAM agreed to waive a portion of its management fee in order to achieve a net management rate, as defined in the Fund’s most recent prospectus. This waiver will be effective through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2016, GSAM waived $126,899 of its management fee.

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

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

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.004%. The Other Expense limitation will remain in place through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, GSAM reimbursed $132,789 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the six months ended June 30, 2016, custody fee credits were $9,770.

E.  Line of Credit Facility — As of June 30, 2016, the Fund participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Fund did not have any borrowings under the facility.

5.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were $661,027,707 and $700,147,374, respectively.

6.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2015, the Fund’s timing differences, on a tax-basis were as follows:

 

Timing differences (Qualified Late Year Loss Deferral/Post October Loss Deferral)    $ (2,441,596

As of June 30, 2016, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 758,109,085   
Gross unrealized gain      113,533,050   
Gross unrealized loss      (23,312,618
Net unrealized security gain    $ 90,220,432   

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales.

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

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

7.    OTHER RISKS

 

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

Large Shareholder Transactions Risk — The Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

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

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

8.    INDEMNIFICATIONS

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

9.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

10.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      813,858      $ 7,397,760        2,160,929      $ 23,733,358   
Reinvestment of distributions                    4,177,719        38,811,010   
Shares redeemed      (2,840,639     (25,936,267     (5,222,161     (57,804,985
       (2,026,781     (18,538,507     1,116,487        4,739,383   
Service Shares         
Shares sold      2,998,916        27,360,699        5,254,815        57,335,729   
Reinvestment of distributions                    8,954,317        83,185,604   
Shares redeemed      (4,129,061     (37,900,341     (10,053,254     (110,970,246
       (1,130,145     (10,539,642     4,155,878        29,551,087   
NET INCREASE (DECREASE)      (3,156,926   $ (29,078,149     5,272,365      $ 34,290,470   

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Fund Expenses — Six Month Period Ended June 30, 2016  (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

Share Class   Beginning
Account Value
01/01/16
   

Ending

Account Value
06/30/16

   

Expenses Paid

for the

6 Months

Ended

06/30/16*

 
Institutional        
Actual   $ 1,000      $ 1,011.70      $ 3.70   
Hypothetical 5% return     1,000        1,021.18     3.72   
Service        
Actual     1,000        1,009.60        4.95   
Hypothetical 5% return     1,000        1,019.94     4.97   

 

  * Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.74% and 0.99% for the Institutional and Service Shares, respectively.  

 

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

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

 

Background

The Goldman Sachs Large Cap Value Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Fund.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;
  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), a benchmark performance index, a composite of accounts with comparable investment strategies managed by the Investment Adviser and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider;
  (ii)   the Fund’s expense trends over time; and
  (iii)   to the extent the Investment Adviser manages other types of accounts (such as bank collective trusts, private wealth management accounts, institutional separate accounts, sub-advised mutual funds, and non-U.S. funds) having investment objectives and policies similar to those of the Fund, comparative information on the advisory fees charged and services provided to those accounts by the Investment Adviser;
  (f)   with respect to the extensive investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)   the undertaking of the Investment Adviser to waive certain fees and to limit certain expenses of the Fund that exceed a specified level;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationship with the Investment Adviser;
  (l)   information regarding commissions paid by the Fund and broker oversight, an update on the Investment Adviser’s soft dollars practices, other information regarding portfolio trading, and how the Investment Adviser carries out its duty to seek best execution;
  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Fund by its unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Fund’s distribution arrangements. They received information regarding the Fund’s assets, share purchase and redemption activity, and payment of distribution and service fees by the Fund’s Service Shares. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Fund and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Fund. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Fund by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Fund and its service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Fund and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Fund. In this regard, they compared the investment performance of the Fund to its peers using rankings and ratings compiled by the Outside Data Provider as of December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on the Fund’s investment performance was provided for the one-, three-, five-, and

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

ten-year periods ending on the applicable dates. The Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies and market conditions. The Trustees also received information comparing the Fund’s performance to that of a composite of accounts with comparable investment strategies managed by the Investment Adviser.

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Fund’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management.

The Trustees noted that the Fund’s Institutional Shares had placed in the third quartile of the Fund’s peer group for the three-, five-, and ten-year periods and in the fourth quartile for the one-year period, and had underperformed the Fund’s benchmark index for the one-, three-, five-, and ten-year periods ended March 31, 2016.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Fund thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fee and breakpoints to those of a relevant peer group and category universe; an expense analysis which compared the Fund’s overall net and gross expenses to a peer group and a category universe; and a five-year history comparing the Fund’s net expenses to the peer and category medians. The analyses also compared the Fund’s transfer agency, custody, and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fee and total expenses paid by the Fund.

In addition, the Trustees considered the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. The Trustees also noted that certain changes were being made to existing fee waiver or expense limitation arrangements of the Fund that would have the effect of decreasing total Fund expenses, with such changes taking effect in connection with the Fund’s next annual registration statement update. They also considered, to the extent that the Investment Adviser manages other types of accounts having investment objectives and policies similar to those of the Fund, comparative fee information for services provided by the Investment Adviser to those accounts, and information that indicated that services provided to the Fund differed in various significant respects from the services provided to other types of accounts which, in many cases, operated under less stringent legal and regulatory structures, required fewer services from the Investment Adviser to a smaller number of client contact points, and were less time-intensive.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and the Fund were provided for 2015 and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund at the following annual percentage rates of the average daily net assets of the Fund:

 

First $1 billion     0.75
Next $1 billion     0.68   
Next $3 billion     0.65   
Next $3 billion     0.64   
Over $8 billion     0.63   

The Trustees noted that the breakpoints were designed to share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. The Trustees considered the amounts of assets in the Fund; the Fund’s recent share purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer group; and the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. Upon reviewing these matters at the Annual Meeting, the Trustees concluded that the fee breakpoints represented a means of assuring that benefits of scalability, if any, would be passed along to shareholders at the specified asset levels.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund as stated above, including: (a) transfer agency fees received by Goldman, Sachs & Co. (“Goldman Sachs”); (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) research received by the Investment Adviser from broker-dealers in exchange for executing certain transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (f) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (g) Goldman Sachs’ retention of certain fees as Fund Distributor; (h) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund; and (i) the possibility that the working relationship between the Investment Adviser and the Fund’s third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Fund and Its Shareholders

The Trustees also noted that the Fund receives certain potential benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Fund as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization; (g) the Fund’s access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; and (h) the Fund’s access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Fund and its shareholders and that the Management Agreement should be approved and continued with respect to the Fund until June 30, 2017.

 

25


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels   Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

References to indices, benchmarks or other measures of relative market performance over a specified period of time are provided for your information only and do not imply that the portfolio will achieve similar results. The index composition may not reflect the manner in which a portfolio is constructed. While an adviser seeks to design a portfolio which reflects appropriate risk and return features, portfolio characteristics may deviate from those of the benchmark.

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

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

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

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

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Large Cap Value Fund.

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

© 2016 Goldman Sachs. All rights reserved.

VITLCVSAR-16/58885-TMPL-08/2016/72.6K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Mid Cap Value Fund

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term capital appreciation.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Value Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Mid Cap Value Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated cumulative total returns of 3.80% and 3.72%, respectively. These returns compare to the 8.87% cumulative total return of the Fund’s benchmark, the Russell Midcap® Value Index (with dividends reinvested) (the “Russell Index”), during the same time period.

What economic and market factors most influenced the equity markets as a whole during the Reporting Period?

Representing the U.S. equity market, the S&P 500® Index gained 3.84% during the Reporting Period.

As the Reporting Period began in January 2016, U.S. equities were embroiled in a global rout, triggered by investor concerns about an intensifying economic slowdown in China and exacerbated by an oil price plunge. Following a December 2015 interest rate hike, the January 2016 Federal Reserve (“Fed”) statement acknowledged these external risks and tightening financial conditions. U.S. equities stabilized in February 2016, as market sentiment improved on the more dovish tone set by global central banks. (Dovish language tends to suggest lower interest rates.) U.S. equities were also supported by stronger economic data, rallying as fourth quarter U.S. Gross Domestic Product (“GDP”) came in above consensus expectations. In March 2016, the Fed kept interest rates on hold and surprised on the dovish side, reducing its forecast to two interest rate hikes in 2016, down from four. Along with receding global economic concerns, we believe this helped to drive a recovery in U.S. equities. Released in March 2016, February 2016 unemployment data came in ahead of market consensus, with unemployment steady at 4.9% in spite of higher participation rates and declining underemployment.

Following the rebound in March 2016, market sentiment appeared to remain sanguine in April 2016, as oil prices rose and China’s economic growth concerns abated. U.S. equities fell near the end of the month as investors were disappointed by a lack of additional stimulus from the Bank of Japan and by a weaker than consensus expected first quarter U.S. GDP rate of 0.5%. Hawkish Fed minutes released in May 2016 temporarily revived market expectations for a Fed interest rate hike in June 2016, but weaker than expected May 2016 payroll data subsequently drove such expectations lower. (Hawkish language tends to suggest higher interest rates; opposite of dovish.) The Fed ultimately held interest rates steady in June 2016 and signaled a slower pace of hikes, acknowledging the slowdown in the labor market. Markets were otherwise dominated in June 2016 by the U.K. referendum on membership in the European Union, popularly known as Brexit. U.S. equities sold off in the global risk-off in June 2016 following the surprise “leave” result. Markets rebounded in the latter days of the month owing to improving risk sentiment as markets digested the Brexit vote outcome and on dovish remarks from Bank of England Governor Carney.

For the Reporting Period overall, telecommunication services and utilities were the best performing sectors in the S&P 500 Index by a wide margin. Energy and consumer staples also posted double-digit gains. The energy sector was the largest positive contributor to S&P 500 Index returns, as measured by weight times performance. The weakest performing sectors in the S&P 500 Index during the Reporting Period were financials and information technology, the only two to post negative absolute returns, followed by consumer discretionary and health care, which were also weak but generated modestly positive returns during the Reporting Period.

Within the U.S. equity market, there was significant disparity in performance not only among sectors but also among the various capitalization and style segments. While all capitalization segments posted positive returns, mid-cap stocks, as measured by the Russell Midcap® Index, performed best, followed by large-cap stocks, as measured by the Russell 1000® Index, and then, small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, value-oriented stocks significantly outpaced growth-oriented stocks across the capitalization spectrum. Value outperformed relative to growth during the Reporting Period primarily due to weaker performance of the growth-oriented health care sector. (All as measured by the Russell Investments indices.)

 

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

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

While the Fund posted positive absolute returns, it underperformed the Russell Index on a relative basis. Stock selection had the greatest effect on the Fund’s performance relative to the Russell Index during the Reporting Period.

Which equity market sectors most significantly affected Fund performance?

Detracting from the Fund’s relative results most was stock selection in the financials, materials and industrials sectors. Such detractors were only partially offset by effective stock selection in the energy sector, the only sector to contribute positively to the Fund’s performance relative to the Russell Index during the Reporting Period.

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

Detracting from the Fund’s results relative to its benchmark index were positions in consumer and commercial banking company Citizens Financial Group, over-the-counter pharmaceuticals manufacturer Perrigo and life insurance company Lincoln National.

During the Reporting Period, Citizens Financial Group’s stock performed poorly despite the company reporting solid fourth quarter 2015 earnings and announcing an in-line with consensus 2016 outlook. The majority of its weakness appeared to be driven by the company’s sensitivity to interest rates, as the trajectory of future rate expectations flattened during the Reporting Period due to a more dovish posture from central banks and tempered global economic growth expectations. Despite its recent weakness, at the end of the Reporting Period, we believed its management could improve the bank’s operational efficiency through its cost savings program. Additionally, we believed Citizens Financial Group was attractively valued relative to its peers and had a strong management team committed to enhancing shareholder value over time.

Shares of Perrigo, a new position for the Fund during the Reporting Period, fell after the company reported first quarter 2016 earnings below consensus expectations and lowered its future guidance. Despite these headwinds, at the end of the Reporting Period, we remained constructive on the company given its exposure to what we view as multiple secular growth tailwinds, including aging demographics and increasing store-brand over-the counter penetration. Additionally, we believe the company’s strong cash flow generation can be used to repurchase shares or make strategic acquisitions, while its robust pipeline and international expansion opportunities could support incremental revenue growth. However, following a change in management and an increasingly challenging pricing environment, we trimmed the position to better reflect how we viewed its risk/return profile.

Life insurers came under pressure during the Reporting Period as a result of lowered consensus expectations for the trajectory of long-term interest rates and an impending Department of Labor ruling that has proposed introducing fiduciary standards into the retirement industry. Additionally, weaker than expected fourth quarter 2015 earnings, driven by lower than expected alternative investment income and a decline in variable annuity production, caused Lincoln National’s stock to decline. At the end of the Reporting Period, we maintained a constructive view on the company’s strategy to shift sales to lower risk products and believed its strong risk management practices may well result in the market having greater confidence in its return on equity sustainability, potentially leading to a higher valuation for Lincoln National’s stock.

What were some of the Fund’s best-performing individual stocks?

The Fund benefited most relative to the Russell Index from positions in Newfield Exploration, Martin Marietta Materials and Cheniere Energy.

The Fund’s investment in Newfield Exploration, an oil-focused exploration and production company, was a top contributor to its relative performance during the Reporting Period. Aside from a rebound in oil prices, its stock reacted positively to news of the company’s acquisition of additional acreage in the Sooner Trend Anadarko Basin Canadian and Kingfisher Counties (“STACK”) play, or area of operations. Newfield Exploration has identified more than 1,000 potential drilling locations within the new acreage. Following the acquisition, the company raised its production guidance for the second quarter of 2016 and for the full calendar year. Additionally, the company benefited from positive data points surrounding well production in the STACK play. At the end of the Reporting Period, we believed the company would likely benefit from its strategy of selling non-core assets and investing a higher percentage of its capital in core acreage with higher production growth potential. Finally, we believed investor interest in the STACK play, where the majority of the company’s assets are located, should continue to gain traction if data points continue to show improving well results.

Martin Marietta Materials, a supplier of construction aggregates and heavy building materials, performed well. The company benefited from a positive backdrop in which construction trends in Texas, where the company has significant exposure, have been strong. Pricing has been a key contributor to its positive earnings trajectory and margin expansion. We originally initiated the Fund’s position in the company’s stock because we believed Martin Marietta Materials was a high quality company with the ability

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

to expand margins, both in its core business and as the company integrates recent acquisitions. We maintained this view at the end of the Reporting Period.

Cheniere Energy, a new purchase for the Fund during the Reporting Period, is an energy company primarily engaged in liquefied natural gas (“LNG”) businesses. We felt that some of the uncertainty in the name was lifted after the company shipped the first ever cargo of U.S. LNG from its Sabine Pass liquefaction and export facility in Louisiana. Stronger commodity prices as the Reporting Period progressed also supported the stock. As one of the largest LNG exporters in the world, we were positive on the company’s market position in an industry with what we view as compelling secular growth potential. Additionally, the majority of Cheniere Energy’s capacity is contracted in long-term take-or-pay agreements with investment grade rated counterparties, making the company’s cash flow highly visible. Given the company’s strong performance since the Fund’s time of purchase, we opted to sell the Fund’s position in its stock by the end of the Reporting Period, taking profits.

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

During the Reporting Period, we did not use derivatives as part of an active management strategy.

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

We initiated a Fund position in Synchrony Financial, a consumer financial services company, following its exchange offer from General Electric (“GE”). We believe the company’s transition out of GE’s majority ownership and into a stand-alone public company should enable meaningful internal investments to drive future growth. In addition, we believe Synchrony Financial is well positioned to capitalize on industry-wide accelerating credit card receivable growth from a healthy U.S. consumer and the company’s long-term contracts with major partners should limit downside surprises.

We established a Fund position in Nucor, a steel products manufacturer. In our view, Nucor has the most latent capacity and is among the lowest cost domestic producers of steel and thus has the greatest market share gain potential. Any market share gains should further expand its margins, as taking share from imports and shut-in domestic capacity could lead to higher operating rates. We believe Nucor also has more exposure to construction and infrastructure-oriented steel products than its peers, areas where we see growth opportunities. Further, Nucor, in our view, has made good capital allocation decisions over time. The company has raised its dividend every year since 1973 and has what we consider to be a compelling net debt/earnings before interest, taxes, depreciation and amortization (“EBITDA”) ratio, potentially enabling the company to invest in internal growth projects or acquire assets to further consolidate its domestic market. Finally, from a broader perspective, we believe the supply/demand dynamics for steel could see incremental improvement going forward. Approximately 20% to 25% of North American steel supply was cut late in 2015 through a combination of blocking imports from China and closing high cost domestic capacity. This has created a tight steel market in North America, which may support higher prices. Also, China began addressing its significant overcapacity in steel late in 2015 through announced supply cuts that we believe should gradually improve the global supply/demand balance.

We exited the Fund’s position in ProLogis, a global owner, operator and developer of industrial logistics properties. We had believed that Prologis was positioned to benefit from improving occupancy and rental rate growth supported by strong demand fundamentals. Additionally, we were positive on the company’s attractive valuation and capable management team. As our investment thesis played out and the company’s market capitalization appreciated, we sold the position in favor of opportunities where we saw more attractive risk-adjusted return potential.

We sold the Fund’s position in Ralph Lauren. After two years of significant investments and restructuring in the business, we believed Ralph Lauren was poised to see significant operating margin expansion over the next few years, along with robust sales expansion, particularly in international markets. A new Chief Executive Officer (“CEO”) was appointed last year, and we believed his appointment would help reinvigorate the brand and the core operations of the business. Instead, the CEO announced a new restructuring program focused on shrinking underperforming parts of Ralph Lauren’s distribution network. While we continue to believe that Ralph Lauren is a strong brand with significant future opportunities, we became incrementally less positive on the newly announced restructuring program and therefore the pace of the company’s transition. We ultimately decided to transition capital from the sale of its shares into higher conviction names where we saw more attractive risk/reward profiles.

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

In constructing the Fund’s portfolio, we focus on picking stocks rather than on making industry or sector bets. We seek to outpace the benchmark index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. Consequently, changes in its sector weights are generally the direct result of individual stock selection or of stock appreciation or depreciation. That said, during the Reporting Period, the Fund’s exposure to health care and utilities increased compared to the Russell Index. The Fund’s allocations compared to the benchmark index in consumer discretionary and financials decreased.

 

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

How was the Fund positioned relative to its benchmark index at the end of the Reporting Period?

At the end of June 2016, the Fund had overweighted positions relative to the Russell Index in the health care, consumer staples and information technology sectors. On the same date, the Fund had underweighted positions compared to the Russell Index in financials and industrials and was rather neutrally weighted to the Russell Index in consumer discretionary, energy, materials and utilities. The Fund had no exposure to telecommunication services at the end of the Reporting Period.

Were there any changes to the Fund’s portfolio management team during the Reporting Period?

Effective June 30, 2016, Andrew Braun, Managing Director and Portfolio Manager on the U.S. Value Equity Team for the Mid and Large Cap Value strategies, left the firm.

The U.S. Value Equity Team continues to be led by Sean Gallagher. Sean has 23 years of investing experience and has been the Head of the U.S. Value Equity Team and Chief Investment Officer since 2009. He joined Goldman Sachs in 2000. Sean continues to lead a well-resourced and talented team of investment professionals. The U.S. Value Equity Team consists of more than 25 investment professionals, including 15 portfolio managers averaging more than 17 years of investment experience.

What is the Fund’s tactical view and strategy for the months ahead?

As we enter the second half of 2016, we continue to see what we believe are opportunities across the U.S. equity markets. While our aggregate return expectations are lower than in recent years given slow economic growth and a dearth of outright cheap valuations, we believe equities still looked more attractive at the end of the Reporting Period than most other asset classes. At the same time, we recognize the increased risk from rising geopolitical tensions. Accordingly, we favor high quality, domestically-oriented companies. In an environment with lower expected absolute returns, we believe an active approach is paramount for generating strong performance.

Regardless of market direction, our fundamental, bottom-up stock selection continues to drive our process, rather than headlines or sentiment. We maintain high conviction in the companies the Fund owns and believe they have the potential to outperform relative to the broader market regardless of economic growth conditions. We continue to focus on undervalued companies that we believe have comparatively greater control of their own destiny, such as innovators with differentiated products, companies with low cost structures or companies that have been investing in their own businesses and may be poised to gain market share. We maintain our discipline in identifying companies with what we believe to be strong or improving balance sheets, led by quality management teams and trading at discounted valuations. We remain focused on the long-term performance of the Fund.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Index Definitions

The Russell Midcap Value® Index is an unmanaged index of common stock prices that measures the performance of those Russell Midcap companies with lower price-to-book ratios and lower forecasted growth values. The Index figures do not reflect any deduction for fees, expenses or taxes. It is not possible to invest directly in an index.

The Russell 2000® Index (with dividends reinvested) is an unmanaged index of common stock prices that measures the performance of the 2000 smallest companies in the Russell 3000® Index. The figures for the Index do not include any deduction for fees, expenses or taxes. It is not possible to invest directly in an index.

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

The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which represent approximately 25% of the total market capitalization of the Russell 1000 Index. It is not possible to invest directly in an index.

The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000® Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index. It is not possible to invest directly in an index.

 

5


FUND BASICS

 

Mid Cap Value Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      -5.73      8.24      6.58      8.39    5/01/98
Service      -5.98         7.98         6.33         6.23       1/09/06

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.84      0.87
Service        1.09         1.12   

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 6/30/163

 

Holding          % of Net Assets           Line of Business
Vornado Realty Trust         2.1%         Real Estate Investment Trusts
Synchrony Financial         2.1        Diversified Financials
Sempra Energy         2.0        Utilities
Citizens Financial Group, Inc.         2.0        Banks
Zimmer Biomet Holdings, Inc.         1.9        Health Care Equipment & Services
DDR Corp.         1.7        Real Estate Investment Trusts
Huntington Bancshares, Inc.         1.7        Banks
Brixmor Property Group, Inc.         1.7        Real Estate Investment Trusts
Laboratory Corp. of America Holdings         1.7        Health Care Equipment & Services
ConAgra Foods, Inc.           1.7          Food, Beverage & Tobacco

 

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

 

6


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2016

 

 

 

LOGO

 

 

 

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

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Shares

     Description    Value  
  Common Stocks – 95.8%   

 

Banks – 4.7%

  

  797,564       Citizens Financial Group, Inc.    $ 15,935,329   
  169,985       Comerica, Inc.      6,991,483   
  1,552,380       Huntington Bancshares, Inc.      13,878,277   
  39,282       Zions Bancorporation      987,157   
     

 

 

 
        37,792,246   

 

 

 

 

Capital Goods – 7.6%

  

  168,575       AMETEK, Inc.      7,793,222   
  120,246       Fortune Brands Home & Security, Inc.      6,970,661   
  40,984       Hubbell, Inc.      4,322,582   
  200,281       Ingersoll-Rand PLC      12,753,894   
  54,903       L-3 Communications Holdings, Inc.      8,053,721   
  112,368       Stanley Black & Decker, Inc.      12,497,569   
  246,291       Textron, Inc.      9,004,399   
     

 

 

 
        61,396,048   

 

 

 

 

Commercial & Professional Services – 1.9%

  

  78,488       Nielsen Holdings PLC      4,079,022   
  156,204       Waste Connections, Inc.      11,254,498   
     

 

 

 
        15,333,520   

 

 

 

 

Consumer Durables & Apparel – 1.2%

  

  176,696       Hanesbrands, Inc.      4,440,371   
  161,311       Mattel, Inc.      5,047,421   
     

 

 

 
        9,487,792   

 

 

 

 

Consumer Services – 0.3%

  

  106,381       MGM Resorts International*      2,407,402   

 

 

 

 

Diversified Financials – 4.9%

  

  197,392       Raymond James Financial, Inc.      9,731,425   
  1,499,875       SLM Corp.*      9,269,227   
  679,974       Synchrony Financial*      17,189,743   
  132,164       Voya Financial, Inc.      3,272,381   
     

 

 

 
        39,462,776   

 

 

 

 

Energy – 9.5%

  

  185,976       Anadarko Petroleum Corp.      9,903,222   
  236,830       Antero Resources Corp.*      6,152,843   
  91,248       Baker Hughes, Inc.      4,118,022   
  212,296       Cabot Oil & Gas Corp.      5,464,499   
  73,848       Cimarex Energy Co.      8,811,543   
  799,193       Encana Corp.      6,225,714   
  191,297       FMC Technologies, Inc.*      5,101,891   
  283,712       Gulfport Energy Corp.*      8,868,837   
  248,449       Newfield Exploration Co.*      10,976,477   
  75,009       Pioneer Natural Resources Co.      11,342,111   
     

 

 

 
        76,965,159   

 

 

 

 

Food & Staples Retailing – 0.8%

  

  208,788       Whole Foods Market, Inc.      6,685,392   

 

 

 

 

Food, Beverage & Tobacco – 4.1%

  

  282,250       ConAgra Foods, Inc.      13,494,372   
  66,503       Dr. Pepper Snapple Group, Inc.      6,426,185   

 

 

 
  Common Stocks – (continued)   

 

Food, Beverage & Tobacco – (continued)

  

  103,004       Molson Coors Brewing Co. Class B    $ 10,416,795   
  66,115       The Hain Celestial Group, Inc.*      3,289,221   
     

 

 

 
        33,626,573   

 

 

 

 

Health Care Equipment & Services – 5.2%

  

  142,853       Centene Corp.*      10,195,419   
  105,553       Laboratory Corp. of America Holdings*      13,750,389   
  37,118       St. Jude Medical, Inc.      2,895,204   
  128,306       Zimmer Biomet Holdings, Inc.      15,445,476   
     

 

 

 
        42,286,488   

 

 

 

 

Household & Personal Products – 0.9%

  

  85,835       Edgewell Personal Care Co.*      7,245,332   

 

 

 

 

Insurance – 5.3%

  

  204,921       Arthur J. Gallagher & Co.      9,754,240   
  122,566       Endurance Specialty Holdings Ltd.      8,231,532   
  164,726       Lincoln National Corp.      6,386,427   
  203,761       W.R. Berkley Corp.      12,209,359   
  201,389       XL Group PLC      6,708,268   
     

 

 

 
        43,289,826   

 

 

 

 

Materials – 5.9%

  

  189,842       Axalta Coating Systems Ltd.*      5,036,508   
  163,937       Celanese Corp. Series A      10,729,677   
  59,156       Martin Marietta Materials, Inc.      11,357,952   
  220,000       Newmont Mining Corp.      8,606,400   
  252,478       Nucor Corp.      12,474,938   
     

 

 

 
        48,205,475   

 

 

 

 

Media – 1.7%

  

  76,555       DISH Network Corp. Class A*      4,011,482   
  142,285       Liberty SiriusXM Group*      4,392,338   
  123,357       Viacom, Inc. Class B      5,115,615   
     

 

 

 
        13,519,435   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 2.0%

  

  105,553       Perrigo Co. PLC      9,570,491   
  75,009       Vertex Pharmaceuticals, Inc.*      6,452,274   
     

 

 

 
        16,022,765   

 

 

 

 

Real Estate Investment Trusts – 13.4%

  

  522,355       Brixmor Property Group, Inc.      13,821,513   
  774,834       DDR Corp.      14,055,489   
  53,743       Federal Realty Investment Trust      8,897,154   
  818,491       MFA Financial, Inc.      5,950,430   
  82,355       Mid-America Apartment Communities, Inc.      8,762,572   
  429,947       RLJ Lodging Trust      9,222,363   
  421,856       Starwood Property Trust, Inc.      8,740,856   
  85,835       Taubman Centers, Inc.      6,368,957   
  362,524       Two Harbors Investment Corp.      3,103,205   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

Shares

     Description    Value  
  Common Stocks – (continued)   

 

Real Estate Investment Trusts – (continued)

  

  165,790       Ventas, Inc.    $ 12,072,828   
  172,113       Vornado Realty Trust      17,231,954   
     

 

 

 
        108,227,321   

 

 

 

 

Retailing – 4.3%

  

  91,731       Expedia, Inc.      9,751,005   
  269,912       Liberty Interactive Corp QVC Group Series A*      6,847,668   
  231,307       Macy’s, Inc.      7,774,228   
  179,823       Sally Beauty Holdings, Inc.*      5,288,594   
  100,323       Williams-Sonoma, Inc.      5,229,838   
     

 

 

 
        34,891,333   

 

 

 

 

Semiconductors & Semiconductor Equipment – 2.5%

  

  201,552       Intersil Corp. Class A      2,729,014   
  221,721       Maxim Integrated Products, Inc.      7,913,222   
  61,863       Skyworks Solutions, Inc.      3,914,691   
  132,816       Xilinx, Inc.      6,126,802   
     

 

 

 
        20,683,729   

 

 

 

 

Software & Services – 4.2%

  

  174,845       Fidelity National Information Services, Inc.      12,882,579   
  154,271       IAC/InterActiveCorp      8,685,457   
  190,050       Match Group, Inc.*      2,865,004   
  454,857       Symantec Corp.      9,342,763   
     

 

 

 
        33,775,803   

 

 

 

 

Technology Hardware & Equipment – 2.5%

  

  902,728       Brocade Communications Systems, Inc.      8,287,043   
  161,636       Corning, Inc.      3,310,305   
  34,590       F5 Networks, Inc.*      3,937,726   
  677,787       Viavi Solutions, Inc.*      4,493,728   
     

 

 

 
        20,028,802   

 

 

 
  Common Stocks – (continued)   

 

Utilities – 12.9%

  

  143,832       Ameren Corp.    $ 7,706,519   
  91,248       American Water Works Co., Inc.      7,711,368   
  66,115       Atmos Energy Corp.      5,376,472   
  147,311       CMS Energy Corp.      6,755,682   
  103,616       Consolidated Edison, Inc.      8,334,871   
  231,062       FirstEnergy Corp.      8,066,374   
  147,697       PG&E Corp.      9,440,792   
  84,675       Pinnacle West Capital Corp.      6,863,756   
  178,629       PPL Corp.      6,743,245   
  114,130       SCANA Corp.      8,635,076   
  142,671       Sempra Energy      16,267,347   
  275,442       Xcel Energy, Inc.      12,334,293   
     

 

 

 
        104,235,795   

 

 

 
  TOTAL INVESTMENTS – 95.8%   
  (Cost $701,765,902)    $ 775,569,012   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 4.2%

     33,806,949   

 

 

 
  NET ASSETS – 100.0%    $ 809,375,961   

 

 

 

 

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

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:    

Investments, at value (cost $701,765,902)

   $ 775,569,012   

Cash

     31,353,515   

Receivables:

  

Investments sold

     8,329,536   

Dividends

     1,740,246   

Fund shares sold

     22,947   
Total assets      817,015,256   
  
Liabilities:    

Payables:

  

Investments purchased

     5,724,620   

Fund shares redeemed

     1,222,510   

Management fees

     507,015   

Distribution and Service fees and Transfer Agency fees

     80,380   

Accrued expenses

     104,770   
Total liabilities      7,639,295   
  
Net Assets:    

Paid-in capital

     806,219,055   

Undistributed net investment income

     9,086,402   

Accumulated net realized loss

     (79,732,606

Net unrealized gain

     73,803,110   
NET ASSETS    $ 809,375,961   

Net Assets:

  

Institutional

   $ 464,267,431   

Service

     345,108,530   

Total Net Assets

   $ 809,375,961   

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

  

Institutional

     30,859,393   

Service

     22,926,716   

Net asset value, offering and redemption price per share:

  

Institutional

     $15.04   

Service

     15.05   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:  

Dividends (net of foreign taxes withheld of $1,720)

   $ 8,581,655   
  
Expenses:    

Management fees

     3,014,511   

Distribution and Service fees — Service Shares

     333,028   

Transfer Agency fees(a)

     75,356   

Printing and mailing costs

     69,597   

Professional fees

     41,085   

Custody, accounting and administrative services

     31,446   

Trustee fees

     13,202   

Other

     25,032   
Total expenses      3,603,257   

Less — expense reductions

     (126,193
Net expenses      3,477,064   
NET INVESTMENT INCOME      5,104,591   
  
Realized and unrealized gain (loss):    

Net realized loss from investments (including commissions recaptured of $32,016)

     (56,599,815

Net change in unrealized gain on investments

     77,406,747   
Net realized and unrealized gain      20,806,932   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 25,911,523   

(a) Institutional and Service Shares incurred Transfer Agency fees of $48,716 and $26,640, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
 
     
From operations:  

Net investment income

   $ 5,104,591       $ 6,217,364   

Net realized gain (loss)

     (56,599,815      24,622,227   

Net change in unrealized gain (loss)

     77,406,747         (116,718,047
Net increase (decrease) in net assets resulting from operations      25,911,523         (85,878,456
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

             (2,359,711

Service Shares

             (329,903

From net realized gains

     

Institutional Shares

             (42,488,374

Service Shares

             (21,063,319
Total distributions to shareholders              (66,241,307
     
From share transactions:        

Proceeds from sales of shares

     106,848,301         71,780,808   

Reinvestment of distributions

             66,241,307   

Cost of shares redeemed

     (124,387,406      (239,467,354
Net decrease in net assets resulting from share transactions      (17,539,105      (101,445,239
TOTAL INCREASE (DECREASE)      8,372,418         (253,565,002
     
Net assets:        

Beginning of period

     801,003,543         1,054,568,545   

End of period

   $ 809,375,961       $ 801,003,543   
Undistributed net investment income    $ 9,086,402       $ 3,981,811   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

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

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 14.49      $ 0.10      $ 0.45      $ 0.55      $      $      $      $ 15.04        3.80   $ 464,267        0.83 %(d)      0.87 %(d)      1.42 %(d)      77

2016 - Service

    14.51        0.09        0.45        0.54                             15.05        3.72        345,109        1.08 (d)      1.12 (d)      1.23 (d)      77   
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    17.43        0.13        (1.75     (1.62     (0.07     (1.25     (1.32     14.49        (9.24     535,459        0.84        0.87        0.74        94   

2015 - Service

    17.45        0.08        (1.75     (1.67     (0.02     (1.25     (1.27     14.51        (9.52     265,545        1.09        1.12        0.48        94   

2014 - Institutional

    18.64        0.12        2.31        2.43        (0.21     (3.43     (3.64     17.43        13.57        692,068        0.83        0.87        0.62        88   

2014 - Service

    18.66        0.07        2.31        2.38        (0.16     (3.43     (3.59     17.45        13.29        362,501        1.08        1.12        0.38        88   

2013 - Institutional

    15.33        0.13        4.88        5.01        (0.16     (1.54     (1.70     18.64        32.89        695,832        0.83        0.86        0.74        108   

2013 - Service

    15.35        0.09        4.88        4.97        (0.12     (1.54     (1.66     18.66        32.56        319,524        1.08        1.11        0.51        108   

2012 - Institutional

    13.09        0.18 (e)      2.24        2.42        (0.18            (0.18     15.33        18.41        601,620        0.84        0.87        1.24 (e)      79   

2012 - Service

    13.11        0.15 (e)      2.23        2.38        (0.14            (0.14     15.35        18.13        221,917        1.09        1.12        1.05 (e)      79   

2011 - Institutional

    14.10        0.11        (1.01     (0.90     (0.11            (0.11     13.09        (6.38     604,797        0.85        0.86        0.81        75   

2011 - Service

    14.12        0.08        (1.01     (0.93     (0.08            (0.08     13.11        (6.59     159,638        1.10        1.11        0.61        75   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(d) Annualized.
(e) Reflects income recognized from special dividends which amounted to $0.04 per share and 0.31% of average net assets.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Mid Cap Value Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

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

2.    SIGNIFICANT ACCOUNTING POLICIES

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

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

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

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Fund are charged to the Fund, while such expenses incurred by the Trust are allocated across the Fund on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

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

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Losses that are carried forward will retain their character as either short-term or long-term capital losses. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

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

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

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

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

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

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

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

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

Equity Securities — Equity securities traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price is believed by GSAM to not represent fair value, equity securities are valued at the last bid price for long positions and at the last ask price for short positions. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under Valuation Procedures approved by the Trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. These investments are generally classified as Level 2 of the fair value hierarchy.

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events which could affect a large number of securities in a

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments classified in the fair value hierarchy as of June 30, 2016:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments(a)               

North America

     $ 775,569,012         $         $   

 

(a) Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of NAV. Security valuations are based on the principal exchange or system on which they are traded, which may differ from country of domicile noted in table.

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

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trustees.

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

For the six months ended June 30, 2016, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Rate        
First
$2 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
    Effective Net
Management Rate^
 
  0.80%        0.72     0.68     0.67     0.80     0.77 %* 

 

^ Effective Net Management Rate includes the impact of management fee waivers of affiliated underlying funds, if any.
* GSAM agreed to waive a portion of its management fee in order to achieve a net management rate, as defined in the Fund’s most recent prospectus. This waiver will be effective through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2016, GSAM waived $113,048 of its management fee.

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

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

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.054%. The Other Expense limitation will remain in place through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, GSAM did not reimburse the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the six months ended June 30, 2016, custody fee credits were $13,145.

E.  Line of Credit Facility — As of June 30, 2016, the Fund participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Fund did not have any borrowings under the facility.

F.  Other Transactions with Affiliates — For the six months ended June 30, 2016, Goldman Sachs earned $46,933 in brokerage commissions from portfolio transactions.

5.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were $570,912,114 and $590,289,597, respectively.

6.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2015, the Fund’s timing differences, on a tax-basis were as follows:

 

Timing differences (Post October Loss Deferral, and certain REIT Adjustments)      $ (13,981,487

As of June 30, 2016, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 710,686,971   
Gross unrealized gain      88,965,057   
Gross unrealized loss      (24,083,016
Net unrealized security gain    $ 64,882,041   

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and differences in the tax treatment of real estate investment trust investments.

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

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

7.    OTHER RISKS

 

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

Large Shareholder Transactions Risk — The Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

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

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

8.    INDEMNIFICATIONS

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

9.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

10.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      589,108      $ 8,272,092        1,719,609      $ 28,721,424   
Reinvestment of distributions                    3,114,450        44,848,085   
Shares redeemed      (6,691,793     (96,277,341     (7,566,438     (128,872,863
       (6,102,685     (88,005,249     (2,732,379     (55,303,354
Service Shares         
Shares sold      6,598,068        98,576,209        2,499,549        43,059,384   
Reinvestment of distributions                    1,482,552        21,393,222   
Shares redeemed      (1,969,320     (28,110,065     (6,456,250     (110,594,491
       4,628,748        70,466,144        (2,474,149     (46,141,885
NET DECREASE      (1,473,937   $ (17,539,105     (5,206,528   $ (101,445,239

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Fund Expenses — Six Month Period Ended June 30, 2016 (Unaudited)    

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

Share Class   Beginning
Account Value
01/01/16
    Ending
Account Value
06/30/16
    Expenses Paid
for the
6  Months
Ended
06/30/16
*
 
Institutional        
Actual   $ 1,000      $ 1,038.00      $ 4.21   
Hypothetical 5% return     1,000        1,020.74     4.17   
Service        
Actual     1,000        1,037.20        5.47   
Hypothetical 5% return     1,000        1,019.49     5.42   

 

  * Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.83% and 1.08% for Institutional and Service Shares, respectively.  

 

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

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

 

Background

The Goldman Sachs Mid Cap Value Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Fund.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;
  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), a benchmark performance index, and a composite of accounts with comparable investment strategies managed by the Investment Adviser; and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider;
  (ii)   the Fund’s expense trends over time; and
  (iii)   to the extent the Investment Adviser manages other types of accounts (such as bank collective trusts, private wealth management accounts, institutional separate accounts, sub-advised mutual funds, and non-U.S. funds) having investment objectives and policies similar to those of the Fund, comparative information on the advisory fees charged and services provided to those accounts by the Investment Adviser;
  (f)   with respect to the extensive investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)   the undertaking of the Investment Adviser to waive certain fees and to limit certain expenses of the Fund that exceed a specified level;

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;
  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationship with the Investment Adviser;
  (l)   information regarding commissions paid by the Fund and broker oversight, an update on the Investment Adviser’s soft dollars practices, other information regarding portfolio trading, and how the Investment Adviser carries out its duty to seek best execution;
  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Fund by its unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Fund’s distribution arrangements. They received information regarding the Fund’s assets, share purchase and redemption activity, and payment of distribution and service fees. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Fund and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Fund. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Fund by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Fund and its service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Fund and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser and its affiliates.

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Investment Performance

The Trustees also considered the investment performance of the Fund. In this regard, they compared the investment performance of the Fund to its peers using rankings and ratings compiled by the Outside Data Provider as of December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on the Fund’s investment performance was provided for the one-, three-, five-, and ten-year periods ending on the applicable dates. The Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies and market conditions. The Trustees also received information comparing the Fund’s performance to that of a composite of accounts with comparable investment strategies managed by the Investment Adviser.

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Fund’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management.

The Trustees observed that the Fund’s Institutional Shares had placed in the third quartile of the Fund’s peer group for the five- and ten-year periods and in the fourth quartile for the one- and three-year periods, and had underperformed the Fund’s benchmark index for the one-, three-, five-, and ten-year periods ended March 31, 2016.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Fund thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fee and breakpoints to those of a relevant peer group and category universe; an expense analysis which compared the Fund’s overall net and gross expenses to a peer group and a category universe; and a five-year history comparing the Fund’s net expenses to the peer and category medians. The analyses also compared the Fund’s transfer agency, custody, and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.

In addition, the Trustees considered the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. They also considered, to the extent that the Investment Adviser manages other types of accounts having investment objectives and policies similar to those of the Fund, comparative fee information for services provided by the Investment Adviser to those accounts, and information that indicated that services provided to the Fund differed in various significant respects from the services provided to other types of accounts which, in many cases, operated under less stringent legal and regulatory structures, required fewer services from the Investment Adviser to a smaller number of client contact points, and were less time-intensive.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

 

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and the Fund were provided for 2015

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund at the following annual percentage rates of the average daily net assets of the Fund:

 

First $2 billion     0.80
Next $3 billion     0.72   
Next $3 billion     0.68   
Over $8 billion     0.67   

The Trustees noted that the breakpoints were designed to share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. The Trustees considered the amounts of assets in the Fund; the Fund’s recent share purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer group; and the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. Upon reviewing these matters at the Annual Meeting, the Trustees concluded that the fee breakpoints represented a means of assuring that benefits of scalability, if any, would be passed along to shareholders at the specified asset levels.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund as stated above, including: (a) transfer agency fees received by Goldman, Sachs & Co. (“Goldman Sachs”); (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) research received by the Investment Adviser from broker-dealers in exchange for executing certain transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (f) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (g) Goldman Sachs’ retention of certain fees as Fund Distributor; (h) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund; and (i) the possibility that the working relationship between the Investment Adviser and the Fund’s third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Fund and Its Shareholders

The Trustees also noted that the Fund receives certain potential benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Fund as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization; (g) the Fund’s access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; and (h) the Fund’s access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Fund and its shareholders and that the Management Agreement should be approved and continued with respect to the Fund until June 30, 2017.

 

25


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels   Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

References to indices, benchmarks or other measures of relative market performance over a specified period of time are provided for your information only and do not imply that the portfolio will achieve similar results. The index composition may not reflect the manner in which a portfolio is constructed. While an adviser seeks to design a portfolio which reflects appropriate risk and return features, portfolio characteristics may deviate from those of the benchmark.

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

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

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

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

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Mid Cap Value Fund.

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

© 2016 Goldman Sachs. All rights reserved.

VITMCVSAR-16/58887-TMPL-08/2016/32.5K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs Government

Money Market Fund

(formerly Goldman Sachs Money Market Fund)

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

INVESTMENT OBJECTIVE

The Fund seeks to maximize current income to the extent consistent with the preservation of capital and the maintenance of liquidity by investing exclusively in high quality money market instruments.

 

 

Portfolio Management Discussion and Analysis

Effective April 15, 2016, the VIT Goldman Sachs Money Market Fund was repositioned and renamed the VIT Goldman Sachs Government Money Market Fund. The repositioned and renamed Fund pursues its investment objective by investing only in government securities.

Below, the Goldman Sachs Money Market Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Government Money Market Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

The Fund’s Institutional Shares’ standardized 7-day current yield was 0.31% and their standardized 7-day effective yield was also 0.31% as of June 30, 2016. The Institutional Shares’ one-month simple average yield was 0.29% as of June 30, 2016. The Institutional Shares’ 7-day distribution yield as of June 30, 2016 was 0.34%.

The Fund’s Service Shares’ standardized 7-day current yield was 0.06% and their standardized 7-day effective yield was also 0.06% as of June 30, 2016. The Service Shares’ one-month simple average yield was 0.04% as of June 30, 2016. The Service Shares’ 7-day distribution yield as of June 30, 2016 was 0.09%.

The yields represent past performance. Past performance does not guarantee future results. Current performance may be lower or higher than the performance quoted above.

Yields will fluctuate as market conditions change. The yield quotations more closely reflect the current earnings of the Fund than total return quotations.

What economic and market factors most influenced the money markets as a whole during the Reporting Period?

The Reporting Period was one wherein money market yields remained low throughout, as the Federal Reserve (the “Fed”), after making its initial rate hike since 2006 in December 2015, kept interest rates steady throughout. Following the Brexit vote, or the U.K. referendum on membership in the European Union, which ended in a surprise “leave” decision, expectations for further Fed rate hikes reduced sharply, and, in turn, the short-term end of the U.S. Treasury yield curve flattened materially, meaning differentials between yields on various maturities narrowed. The credit curve widened versus U.S. Treasuries, as increased uncertainty added to already weak investor demand. In terms of absolute yield, credit yields were higher at the end of the Reporting Period than they were pre-Brexit. For the Reporting Period overall, the money market yield curve flattened, as short-term rates rose slightly while longer-end rates declined.

During the Reporting Period, all eyes were on the Fed, with the release of its policy statement, updated economic projections and a press conference following a two-day meeting in March 2016 of particular attention. The statement leaned dovish, as it twice mentioned global economic conditions as a key concern. (Dovish languages tends to suggest lower interest rates.) The projections were also dovish, as the path of interest rates came down, with the median projection then calling for two hikes in 2016, down from four in December 2015. Near-term core inflation was unchanged. The press conference was fairly balanced, focusing on global concerns and inflation expectations, which remained lower than the Fed would like, among other topics. However, the Fed was also careful to note that it does not view an overshoot of its inflation target as an acceptable outcome.

Markets reacted accordingly, with rates rallying, the U.S. dollar falling, equities rising and the derivative market reducing the probability of a June 2016 interest rate hike. The Fed signaled more sensitivity to the global economic environment than expected from many market participants.

On the domestic economic front, the labor market performed well, and developments at the end of the first quarter of 2016 maintained the dichotomy between further improvement in the labor market and concerns about global conditions on the part of the Fed leadership. Non-farm payrolls were above consensus expectations. The unemployment rate rose 0.1% to 5.0%, however, this

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

was largely due to an uptick in the participation rate, also by 0.1%, to 63.0%. Average hourly earnings rose more than expected, increasing at a 2.3% year over year pace.

We began 2016 talking of gradually improving economic growth prospects and firming inflation, with a pro-risk stance. This view evolved to become more bearish on risk assets based on the events of the second calendar quarter. More specifically, risk assets rallied on stabilization in commodities prices and a decline in perceived risks around slowing Chinese economic growth and U.S. recession. However, the U.K.’s vote to leave the European Union produced a renewed sense of uncertainty in the markets. In addition, upcoming U.S. elections are likely, in our view, to add to uncertainty and volatility in markets. Sovereign bond yields declined during the second quarter of 2016 on easy monetary policy from central banks globally and diminished chances of a Fed interest rate hike in 2016.

U.S. non-farm payrolls indicated 287,000 new jobs in June 2016, significantly above market expectations of approximately 180,000. The unemployment rate ticked back down to 4.9%. Still, it remained unclear what the jobs report means for the Fed given limited wage/inflation pressure. The Fed remained focused on downside risk and lack of inflation pressure.

The Fed met in June 2016. While its statement was marginally dovish, and the economic data estimates for Gross Domestic Product (“GDP”), inflation and unemployment, were largely unchanged, the fed funds forecasts shifted in a materially dovish way. Median projections for 2017-2018 as well as the long-run federal funds rate estimate all came down. In addition, the tone of the press conference leaned dovish, with worries about slowing labor market momentum as the key takeaway. Given the small changes to the economic forecasts followed by the larger changes to the fed funds projections, it seems as though this dichotomy can be explained by one of two — or possibly both — ways. One, a dovish shift in the Fed reaction function, or how it interprets and reacts to economic data and market developments. And two, a belief that the U.S. economy’s long-term potential is diminished and therefore may require a lower rate of interest going forward, a theory the Fed had previously been reluctant to embrace.

Were there any changes to the Fund’s investment strategy during the Reporting Period?

During the Reporting Period, the Fund officially transitioned from a prime money market fund to a government money market fund, effective April 15, 2016. In the months prior to April 15, 2016, we gradually increased the Fund’s holdings of U.S. government securities. To qualify as a government money market fund, the Fund must invest at least 99.5% of its total assets in government securities, cash or repurchase agreements collateralized by government securities or cash. As a government money market fund, the Fund seeks to maintain a stable $1.00 net asset value per share and is not subject to liquidity fees and/or redemption gates.

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

The Fund’s yields remained low during the Reporting Period due primarily to the market factors discussed above. With the targeted federal funds rate within a range of 0.25% and 0.50% throughout the Reporting Period, money market yields remained anchored near the same level with little difference between maturities. That said, the money market yield curve, or spectrum of maturities, did flatten during the Reporting Period, as shorter-term rates rose slightly and longer-rate rates declined. The Fund remained highly liquid throughout.

During the first quarter of 2016, we had a bias to keep the Fund’s weighted average maturity long and targeted a 45 to 55 day range. We preferred floating rate securities, as, in our view, the market was pricing attractively versus a more aggressive Fed rate hike scenario.

In the second quarter of 2016, we shortened the Fund’s weighted average maturity target range to 30 to 40 days, as we felt yield levels did not offer enough compensation to extend on the money market yield curve. We continued to focus on floating rate securities where we saw what we considered to be attractive opportunities. We also looked to extend duration opportunistically later in the second quarter given dovish messaging from the Fed.

We felt comfortable that the Fund was appropriately positioned given the interest rate environment during the Reporting Period. While conditions throughout the Reporting Period did not provide bountiful opportunities to pick up yield, as the interest rate yield curve flattened through most of the Reporting Period, it should be noted that regardless of interest rate conditions, we manage the Fund consistently. Our investment approach has always been tri-fold—to seek preservation of capital, daily liquidity and maximization of yield potential. We manage interest and credit risk daily. Whether interest rates are historically low, high or in-between, we intend to continue to use our actively managed approach to seek to provide the best possible return within the framework of the Fund’s guidelines and objectives.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

How did you manage the Fund’s weighted average maturity during the Reporting Period?

On December 31, 2015, the Fund’s weighted average maturity was 52 days. During the first quarter of 2016, we maintained the Fund’s weighted average maturity in a 45 to 55 day range. During the second quarter of 2016, we targeted a weighted average maturity for the Fund in a 30 to 40 day range. Throughout, we made adjustments in line with our outlook on interest rates, Fed policy and the shape of the yield curve over the near term. The Fund’s weighted average maturity on June 30, 2016 was 35 days. The weighted average maturity of a money market fund is a measure of its price sensitivity to changes in interest rates. Also known as effective maturity, weighted average maturity measures the weighted average of the maturity date of bonds held by the Fund taking into consideration any available maturity shortening features.

How did you manage the Fund’s weighted average life during the Reporting Period?

The weighted average life of the Fund was 104 days as of June 30, 2016. The weighted average life of a money market fund is a measure of a money market fund’s price sensitivity to changes in liquidity and/or credit risk.

Under amendments to SEC Rule 2a-7, which governs money market funds, became effective in May 2010, the maximum allowable weighted average life of a money market fund is 120 days. While one of the goals of Rule 2a-7 is to reinforce conservative investment practices across the money market fund industry, our security selection process has long emphasized conservative investment choices.

How was the Fund invested during the Reporting Period?

The Fund had investments in commercial paper, asset-backed commercial paper, U.S. Treasury securities, government agency securities, repurchase agreements, government guaranteed paper, variable rate demand notes, municipal debt and certificates of deposit during the Reporting Period. We focused on securities across the maturity spectrum, from overnight repurchase agreements to securities with one-year maturities. We preferred secured positions to unsecured positions.

With yields bound in a low range, there was not a lot of dispersion in performance among securities available for purchase. Throughout, though, we stayed true to our investment discipline, favoring liquidity and high quality credits over added yield. The primary focal points for our team are consistently managing interest rate risk and credit risk. We were able to navigate interest rate risk by adjusting the Fund’s weighted average maturity longer or shorter as market conditions shifted and to mitigate potential credit risk by buying high quality, creditworthy names, strategies which added to the Fund’s performance during the Reporting Period.

Did you make any changes in the Fund’s portfolio during the Reporting Period?

As mentioned earlier, the Fund transitioned from a prime money market fund to a government money market fund during the Reporting Period. As such, the Fund ended the Reporting Period with investments in government agency securities, U.S. Treasury securities and government agency repurchase agreements. Also, as indicated earlier, we made adjustments to the Fund’s weighted average maturity and to specific security type composition allocations based on then-current market conditions, our near-term view, and anticipated and actual Fed monetary policy statements.

What is the Fund’s tactical view and strategy for the months ahead?

At the end of the Reporting Period, it was our view that the chances of an interest rate hike by the Fed in the remainder of 2016 were diminished following the Brexit vote. However, with domestic economic momentum still generally positive, we do not view an interest rate hike later this year as off the table.

We expect to keep the Fund conservatively positioned as we continue to focus on preservation of capital and daily liquidity. We do not believe there is value in sacrificing liquidity in exchange for opportunities that only modestly increase yield potential. We will continue to use our actively managed approach to seek the best possible return within the framework of the Fund’s investment guidelines and objectives. In addition, we will continue to manage interest, liquidity and credit risk daily.

We will, of course, continue to closely monitor economic data, Fed policy, and any shifts in the money market yield curve, as we strive to strategically navigate the interest rate environment.

 

3


FUND BASICS

 

FUND COMPOSITION†

Security Type

(Percentage of Net Assets)

 

 

 

LOGO

 

 

 

The Fund is actively managed and, as such, its portfolio composition may differ over time. The percentage shown for each investment category reflects the value (based on amortized cost) of investments in that category as a percentage of net assets. Figures in the above chart may not sum to 100% due to the exclusion of other assets and liabilities.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Principal

Amount

    Interest
Rate
    Maturity
Date
    Amortized
Cost
 
  U.S. Government Agency Obligations – 46.4%   

 

Federal Farm Credit Bank

  

$ 200,000        0.530 %(a)      07/27/16      $ 199,998   
  1,000,000        0.527 (a)      09/14/16        1,000,000   
  3,000,000        0.469        09/28/16        2,996,588   
  2,000,000        0.489 (a)      09/29/16        1,999,988   
  8,000,000        0.490        10/06/16        7,989,653   
  3,000,000        0.454 (a)      12/02/16        2,999,953   
  1,500,000        0.519 (a)      12/29/16        1,499,926   
  100,000        0.511 (a)      12/30/16        100,031   
  2,500,000        0.533 (a)      01/20/17        2,500,000   
  500,000        0.545 (a)      04/07/17        499,985   
  1,200,000        0.553 (a)      04/25/17        1,200,000   
  10,000,000        0.511 (a)      05/23/17        10,000,000   
  300,000        0.626 (a)      06/13/17        300,348   
  350,000        0.513 (a)      06/15/17        350,000   
  2,000,000        0.485 (a)      06/30/17        1,999,919   
  1,000,000        0.637 (a)      08/01/17        999,467   
  300,000        0.482 (a)      09/15/17        299,982   

 

Federal Home Loan Bank

  

  3,000,000        0.610        07/08/16        3,000,000   
  3,500,000        0.500        07/26/16        3,500,000   
  3,000,000        0.405        09/16/16        2,997,446   
  1,250,000        0.407        09/16/16        1,248,931   
  2,500,000        0.510        09/19/16        2,497,222   
  2,550,000        0.519        09/21/16        2,547,044   
  1,000,000        0.533 (a)      09/22/16        999,999   
  2,000,000        0.500        09/23/16        1,999,903   
  1,350,000        0.454        10/03/16        1,348,431   
  2,500,000        0.551 (a)      10/12/16        2,499,887   
  2,000,000        0.454        10/13/16        1,997,429   
  2,750,000        0.463        10/21/16        2,746,116   
  2,000,000        0.474        10/26/16        1,996,977   
  2,500,000        0.557 (a)      11/01/16        2,500,000   
  5,000,000        0.525 (a)      11/03/16        5,000,000   
  2,500,000        0.557 (a)      11/03/16        2,500,000   
  3,000,000        0.464        11/04/16        2,995,222   
  1,000,000        0.459        11/07/16        998,387   
  5,500,000        0.552 (a)      11/08/16        5,499,999   
  900,000        0.457        11/14/16        898,477   
  600,000        0.513        12/07/16        598,662   
  1,600,000        0.519        12/07/16        1,596,396   
  3,250,000        0.510        12/09/16        3,242,733   
  1,500,000        0.442 (a)      12/15/16        1,500,000   
  1,750,000        0.482 (a)      12/23/16        1,750,000   
  3,000,000        0.519        12/23/16        2,992,592   
  2,500,000        0.543 (a)      01/17/17        2,498,726   
  3,500,000        0.488 (a)      01/25/17        3,500,000   
  5,000,000        0.464 (a)      02/06/17        5,000,000   
  500,000        0.572 (a)      02/07/17        499,964   
  5,000,000        0.568 (a)      02/17/17        5,000,000   
  10,000,000        0.556 (a)      03/03/17        10,000,000   
  2,000,000        0.611 (a)      03/03/17        2,000,000   
  1,500,000        0.596 (a)      03/13/17        1,500,000   
  1,500,000        0.595 (a)      03/16/17        1,500,000   
  3,400,000        0.569 (a)      03/21/17        3,400,000   

 

 

 
  U.S. Government Agency Obligations – (continued)   

 

Federal Home Loan Bank – (continued)

  

$ 3,500,000        0.517 %(a)      03/29/17      $ 3,500,000   
  2,450,000        0.528 (a)      04/13/17        2,450,000   
  1,500,000        0.533 (a)      04/18/17        1,500,000   
  7,000,000        0.547 (a)      06/09/17        7,000,000   
  1,500,000        0.518 (a)      06/15/17        1,500,000   
  2,500,000        0.644 (a)      08/28/17        2,499,708   
  1,000,000        0.607 (a)      09/29/17        1,000,000   

 

Federal Home Loan Mortgage Corporation

  

  10,000,000        0.453 (a)      04/20/17        9,998,772   
  6,099,000        0.709 (a)      04/26/17        6,098,500   
  1,434,000        1.250        05/12/17        1,441,067   
  139,000        1.000        06/29/17        139,568   
  3,500,000        0.567 (a)      12/20/17        3,500,000   

 

Federal National Mortgage Association

  

  200,000        0.750        04/20/17        200,156   
  1,994,000        5.000        05/11/17        2,066,515   
  100,000        0.609        06/01/17        99,445   
  735,000        5.375        06/12/17        767,765   
  1,225,000        0.468 (a)      07/20/17        1,224,221   

 

 

 
 

 

TOTAL U.S. GOVERNMENT

AGENCY OBLIGATIONS

  

  

  $ 178,272,098   

 

 

 
     
  U.S. Treasury Obligations – 5.5%   

 

United States Treasury Floating Rate Note

  

$ 9,000,000        0.330 %(a)      07/31/16      $ 9,000,316   

 

United States Treasury Notes

  

  5,150,000        4.875        08/15/16        5,176,191   
  2,000,000        1.000        10/31/16        2,003,017   
  2,000,000        3.125        10/31/16        2,017,103   
  1,200,000        4.625        11/15/16        1,217,393   
  1,500,000        7.500        11/15/16        1,538,285   

 

 

 
 
 
TOTAL U.S. TREASURY
OBLIGATIONS
  
  
  $ 20,952,305   

 

 

 
 
 
TOTAL INVESTMENTS BEFORE
REPURCHASE AGREEMENTS
  
  
  $ 199,224,403   

 

 

 
     
  Repurchase Agreements(b) – 47.4%   

 

Joint Repurchase Agreement Account III

  

$ 182,400,000        0.429     07/01/16      $ 182,400,000   

 

Maturity Value: $182,402,172

  

 

 

 
  TOTAL INVESTMENTS – 99.3%      $ 381,624,403   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 0.7%

  
  

    2,802,839   

 

 

 
  NET ASSETS – 100.0%      $ 384,427,242   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   5


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
(a)   Variable or floating rate security. Interest rate disclosed is that which is in effect at June 30, 2016.
(b)   Unless noted, all repurchase agreements were entered into on June 30, 2016. Additional information on Joint Repurchase Agreement Account III appears on page 7.
Interest rates represent either the stated coupon rate, annualized yield on date of purchase for discounted securities, or, for floating rate securities, the current reset rate, which is based upon current interest rate indices.
Maturity dates represent either the final legal maturity date on the security, the demand date for puttable securities, or the prerefunded date for those types of securities.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

ADDITIONAL INVESTMENT INFORMATION

JOINT REPURCHASE AGREEMENT ACCOUNT III — At June 30, 2016, the Fund had undivided interests in the Joint Repurchase Agreement Account III, with a maturity date of July 1, 2016, as follows:

 

Principal Amount      Maturity Value      Collateral Value
    $182,400,000           $ 182,402,172          $ 187,607,476  

REPURCHASE AGREEMENTS — At June 30, 2016, the Principal Amounts of the Fund’s interest in the Joint Repurchase Agreement Account III were as follows:

 

Counterparty     

Interest

Rate

      

Principal

Amount

 

ABN Amro Bank N.V.

       0.440      $ 8,130,081   

Bank of America, N.A.

       0.440           16,260,163   

BNP Paribas

       0.400           48,780,488   

Citigroup Global Markets, Inc.

       0.440           5,164,228   

Credit Agricole Corporate and Investment Bank

       0.480           13,008,130   

TD Securities USA, LLC

       0.440           27,642,276   

Wells Fargo Securities, LLC

       0.430           63,414,634   
TOTAL                 $ 182,400,000   

At June 30, 2016, the Joint Repurchase Agreement Account III was fully collateralized by:

 

Issuer     

Interest

Rates

      

Maturity

Dates

 
Federal Home Loan Mortgage Corp.        2.000 to 6.000        12/01/23 to 12/01/47   
Federal National Mortgage Association        2.000 to 8.500           12/01/17 to 06/01/46   
Government National Mortgage Association        3.500 to 4.000           06/15/42 to 12/20/45   
U.S. Treasury Bill        0.000           09/08/16   
U.S. Treasury Bonds        3.000 to 5.375           02/15/31 to 11/15/44   
U.S. Treasury Inflation-Indexed Notes        0.250 to 0.625           01/15/24 to 01/15/25   
U.S. Treasury Notes        0.625 to 2.750           08/31/17 to 02/15/25   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:  

Investments based on amortized cost

   $ 199,224,403   

Repurchase agreements based on amortized cost

     182,400,000   

Cash

     48,977   

Receivables:

  

Fund shares sold

     2,709,626   

Interest

     233,932   

Reimbursement from adviser

     16,765   
Total assets      384,633,703   
  
  
Liabilities:    

Payables:

  

Distribution and Service fees and Transfer Agency fees

     73,385   

Fund shares redeemed

     66,043   

Management fees

     47,955   

Accrued expenses

     19,078   
Total liabilities      206,461   
  
  
Net Assets:    

Paid-in capital

     384,416,013   

Accumulated net realized gain from investments

     11,229   
NET ASSETS    $ 384,427,242   

Net asset value, offering and redemption price per share

   $ 1.00   

Net Assets:

  

Institutional Shares

   $ 37,945,999   

Service Shares

     346,481,243   

Total Net Assets

   $ 384,427,242   

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

  

Institutional Shares

     37,944,928   

Service Shares

     346,471,066   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:  

Interest

   $ 788,698   
  
  
Expenses:    

Distribution and Service fees — Service Shares

     419,148   

Management fees

     351,682   

Professional fees

     44,792   

Transfer Agency fees(a)

     34,310   

Custody, accounting and administrative services

     22,848   

Printing and mailing costs

     18,676   

Trustee fees

     12,973   

Other

     2,077   
Total expenses      906,506   

Less — expense reductions

     (136,356
Net expenses      770,150   
NET INVESTMENT INCOME      18,548   
NET REALIZED GAIN FROM INVESTMENT TRANSACTIONS      33,550   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 52,098   

(a) Institutional and Service Shares incurred Transfer Agency fees of $ 779 and $ 33,531, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
 
     
From operations:  

Net investment income

   $ 18,548       $ 17,323   

Net realized gain from investment transactions

     33,550         1,557   
Net increase in net assets resulting from operations      52,098         18,880   
     
     
Distributions to shareholders:        

From net investment income:

     

Institutional Shares

     (10,063      (179

Service Shares

     (8,485      (17,144

From net realized gains:

     

Institutional Shares

     (886      (3

Service Shares

     (22,919      (1,874
Total distributions to shareholders      (42,353      (19,200
     
     
From share transactions (at $1.00 per share):        

Proceeds from sales of shares

     165,366,719         206,637,372   

Reinvestment of distributions

     42,353         19,200   

Cost of shares redeemed

     (110,336,178      (184,078,571
Net increase in net assets resulting from share transactions      55,072,894         22,578,001   
TOTAL INCREASE      55,082,639         22,577,681   
     
     
Net assets:        

Beginning of period

     329,344,603         306,766,922   

End of period

   $ 384,427,242       $ 329,344,603   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

Year - Share Class   Net asset
value,
beginning
of period
     Net
investment
income(a)
    Distributions
from net
investment
income(b)
    Net asset
value,
end of
period
     Total
return(c)
    Net assets,
end of
period
(in 000's)
     Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
    Ratio of
net investment
income
to average
net assets
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 1.00       $ 0.001      $ (0.001   $ 1.00         0.07   $ 37,946         0.21 %(d)      0.29 %(d)      0.26 %(d) 

2016 - Service

    1.00         (e)      (e)      1.00         0.01        346,481         0.45 (d)      0.54 (d)      0.01 (d) 
                    

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    1.00         (e)      (e)      1.00         0.02        1,143         0.23        0.31        0.03   

2015 - Service

    1.00         (e)      (e)      1.00         0.01        328,202         0.26        0.56        0.01   

2014 - Institutional

    1.00         (e)      (e)      1.00         0.01        773         0.23        0.31        0.03   

2014 - Service

    1.00         (e)      (e)      1.00         0.01        305,994         0.24        0.56        (f) 

2013 - Institutional(g)

    1.00         (e)      (e)      1.00         0.01        25         0.24 (d)      0.36 (d)      0.04 (d) 

2013 - Service

    1.00         (e)      (e)      1.00         0.01        316,404         0.28        0.55        (f) 

2012 - Service

    1.00         (e)      (e)      1.00         0.01        357,545         0.35        0.53        (f) 

2011 - Service

    1.00         (e)      (e)      1.00         0.01        144,173         0.30        0.66        0.01   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Distributions may not coincide with the current year net investment income or net realized gains as distributions may be paid from current or prior year earnings.
(c) Assumes reinvestment of all distributions.
(d) Annualized.
(e) Amount is less than $0.0005 per share.
(f) Amount is less than 0.005% of average net assets.
(g) Commenced operations on October 16, 2013.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Government Money Market Fund (formerly, Goldman Sachs Money Market Fund) (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

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

2.    SIGNIFICANT ACCOUNTING POLICIES

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

A.  Investment Valuation — The investment valuation policy of the Fund is to use the amortized-cost method permitted by Rule 2a-7 under the Act, which approximates market value, for valuing portfolio securities. Under this method, all investments purchased at a discount or premium are valued by accreting or amortizing the difference between the original purchase price and maturity value of the issue, as an adjustment to interest income. Under procedures and tolerances approved by the Board of Trustees (“Trustees”), GSAM evaluates the difference between the Fund’s net asset value per share (“NAV”) based upon the amortized cost of the Fund’s securities and the NAV based upon available market quotations (or permitted substitutes) at least once a week.

B.  Investment Income and Investments — Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost.

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees. Non-class specific expenses directly incurred by the Fund are charged to the Fund, while such expenses incurred by the Trust are allocated across the applicable Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses.

D.  Federal Taxes and Distributions to Shareholders — It is the Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable and tax-exempt income and capital gains to its shareholders. Accordingly, the Fund is not required to make any provisions for the payment of federal income tax. Distributions to shareholders are declared and recorded daily and paid monthly by the Fund and may include short-term capital gains. Long-term capital gain distributions, if any, are declared and paid annually.

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

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying

 

12


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

The amortized cost for the Fund stated in the accompanying Statement of Assets and Liabilities also represents aggregate cost for U.S. federal income tax purposes.

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

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

F.  Repurchase Agreements — Repurchase agreements involve the purchase of securities subject to the seller’s agreement to repurchase the securities at a mutually agreed upon date and price, under the terms of a Master Repurchase Agreement (“MRA”). During the term of a repurchase agreement, the value of the underlying securities held as collateral on behalf of the Fund, including accrued interest, is required to exceed the value of the repurchase agreement, including accrued interest. The gross value of repurchase agreements is included in the Statement of Assets and Liabilities for financial reporting purposes. The underlying securities for all repurchase agreements are held at the Fund’s custodian or designated sub-custodians under tri-party repurchase agreements.

An MRA governs transactions between a Fund and select counterparties. An MRA contains provisions for, among other things, initiation of the transaction, income payments, events of default and maintenance of securities for repurchase agreements. An MRA also permits offsetting with collateral to create one single net payment in the event of default or similar events, including the bankruptcy or insolvency of a counterparty.

If the seller defaults, a Fund could suffer a loss to the extent that the proceeds from the sale of the underlying securities and other collateral held by the Fund are less than the repurchase price and the Fund’s costs associated with delay and enforcement of the repurchase agreement. In addition, in the event of default or insolvency of the seller, a court could determine that a Fund’s interest in the collateral is not enforceable, resulting in additional losses to the Fund.

Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and terms and conditions contained therein, the Fund, together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates, may transfer uninvested cash into joint accounts, the daily aggregate balance of which is invested in one or more repurchase agreements. Under these joint accounts, the Fund maintains pro-rata credit exposure to the underlying repurchase agreements’ counterparties. With the exception of certain transaction fees, the Fund is not subject to any expenses in relation to these investments.

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

The fair value of a financial instrument is the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (i.e., the exit price). GAAP establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to

 

13


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

unobservable inputs (Level 3 measurements). The levels used for classifying investments are not necessarily an indication of the risk associated with investing in these investments. The three levels of the fair value hierarchy are described below:

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

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

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

The Trustees have approved Rule 2a-7 Procedures (“Procedures”) that govern the valuation of the portfolio investments held by the Fund at amortized cost. The Trustees have delegated to GSAM day-to-day responsibility for implementing and maintaining internal controls and procedures related to the valuation (including both amortized cost and market-based methods of valuation) of the Fund’s portfolio investments. To assess the continuing appropriateness of pricing sources and methodologies related to the market-based method of valuation, GSAM regularly performs price verification procedures and issues challenges as necessary to third party pricing vendors or brokers, and any differences are reviewed in accordance with the Procedures.

As of June 30, 2016, all investments are classified as Level 2. Please refer to the Schedule of Investments for further detail.

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Fund’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of the Fund’s average daily net assets. GSAM has agreed to waive a portion of the management fee equal to 0.045% of the annual contractual rate applicable to the Fund’s average daily net assets. The management fee waiver will remain in effect through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without the approval of the Board of Trustees. For the six months ended June 30, 2016, GSAM waived $27,279 of its management fee pursuant to the contractual management fee waiver.

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor, is entitled to a fee, accrued daily and paid monthly for distribution services, which may then be paid by Goldman Sachs to authorized dealers. This fee is equal to an annual percentage rate of the average daily net assets.

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

D.  Other Expense Agreements — GSAM has agreed to limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification and extraordinary expenses) to the extent that such expenses exceed, on an annual basis, 0.004% of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. This Other Expense limitation will remain in place through at least April 29, 2017 and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, GSAM reimbursed $94,504 to the Fund. In addition, the Fund

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitation described above.

E.  Contractual and Net Fund Expenses — During the six months ended June 30, 2016, GSAM as the investment adviser, and Goldman Sachs, as distributor and transfer agent, voluntarily agreed to waive a portion of management fees, distribution and service plan fees and transfer agency fees attributable to the Fund. These waivers may be modified or terminated at any time at the option of GSAM or Goldman Sachs (as applicable). The following table outlines such fees (net of waivers) and Other Expenses (net of reimbursements and custodian and transfer agency fee credit reductions) in order to determine the Fund’s net annualized expenses for the fiscal period. The Fund is not obligated to reimburse Goldman Sachs for prior fiscal year fee waivers, if any.

 

     Institutional Shares     Service Shares  
Fee/Expense Type    Contractual rate,
if any
    Ratio of net expenses to
average net assets
for the six months ended
June 30, 2016
*
    Contractual rate,
if any
    Ratio of net expenses to
average net assets
for the six months ended
June 30, 2016
*
 
Management Fee      0.205     0.189     0.205     0.189
Distribution and Service Fees      N/A        N/A        0.25        0.24   
Transfer Agency Fees      0.02        0.02        0.02        0.02   
Other Expenses             0.00 (a)             0.00 (a) 
Net Expenses              0.21             0.45

 

* Annualized
(a) Amount is less than 0.005% of average net assets.

N/A - Fees not applicable to respective share class.

For the six months ended June 30, 2016, Goldman Sachs waived $27,279, $14,570 and $3 in management, distribution and service fees, and transfer agency fees, respectively.

For the six months ended June 30, 2016, the amounts owed to affiliates of the Fund were $47,955, $67,391 and $13 for management, distribution and service fees, and transfer agency fees, respectively.

F.  Other Transactions with Affiliates — The Fund may purchase securities from, or sell securities to, an affiliated fund provided the affiliation is solely due to having a common investment adviser, common officers, or common Trustees. For the six months ended June 30, 2016, the purchase and sale transactions for the Fund with affiliated funds in compliance with Rule 17a-7 under the Act were $0 and $250,029, respectively.

G.  Line of Credit Facility — As of June 30, 2016, the Fund participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and certain registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Fund did not have any borrowings under the facility.

5.    OTHER RISKS

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

Large Shareholder Transactions Risk — The Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. These transactions may also increase transaction

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

5.    OTHER RISKS (continued)

 

costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position that it ordinarily would.

Interest Rate Risk — When interest rates increase, the Fund’s yield will tend to be lower than prevailing market rates, and the market value of its securities or instruments may also be adversely affected. A low interest rate environment poses additional risks to the Fund, because low yields on the Fund’s portfolio holdings may have an adverse impact on the Fund’s ability to provide a positive yield to its shareholders, pay expenses out of Fund assets, or, at times, maintain a stable $1.00 share price. The risks associated with increasing interest rates are heightened given that interest rates are near historic lows, but may be expected to increase in the future with unpredictable effects on the markets and a Fund’s investments.

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

6.    INDEMNIFICATIONS

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

7.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

 

 

8.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

      For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
Institutional Shares     
Shares sold      39,052,656        2,610,668   
Reinvestment of distributions      10,949        182   
Shares redeemed      (2,261,289     (2,241,115
       36,802,316        369,735   
Service Shares     
Shares sold      126,314,064        204,026,704   
Reinvestment of distributions      31,403        19,018   
Shares redeemed      (108,074,889     (181,837,456
       18,270,578        22,208,266   
NET INCREASE IN SHARES      55,072,894        22,578,001   

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Fund Expenses — Six Month Period Ended June 30, 2016 (Unaudited)   

As a shareholder of the Institutional Shares and Service Shares of the Fund, you incur ongoing costs, including management fees; distribution and service (12b-1) fees (with respect to Service Shares); and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

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

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges, redemption fees, or exchange fees. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Share Class   Beginning
Account Value
1/1/16
    Ending
Account Value
6/30/16
    Expenses Paid
for the
6 months
Ended
6/30/16*
 
Institutional Shares        
Actual   $ 1,000.00      $ 1,000.72      $ 1.04   
Hypothetical 5% return     1,000.00        1,023.82     1.06   
Service Shares        
Actual     1,000.00        1,000.09        2.26   
Hypothetical 5% return     1,000.00        1,022.60     2.29   

 

  * Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year (or, since inception, if shorter); and then dividing that result by the number of days in the period. The annualized net expense ratios for the period were 0.21% and 0.45% for the Institutional Shares and Service Shares, respectively.  

 

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

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

 

Background

The Goldman Sachs Government Money Market Fund (formerly, Goldman Sachs Money Market Fund) (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Fund.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider; and
  (ii)   the Fund’s expense trends over time;
  (f)   with respect to the extensive investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)   the undertakings of the Investment Adviser and Goldman, Sachs & Co. (“Goldman Sachs”), the Fund’s affiliated distributor, to waive certain fees in order to maintain a positive yield for the Fund and to limit certain expenses of the Fund that exceed a specified level;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;
  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationship with the Investment Adviser;
  (l)   the nature and quality of the services provided to the Fund by its unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (m)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Fund’s distribution arrangements. They received information regarding the Fund’s assets, share purchase and redemption activity, and payment of distribution and service fees. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Fund and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Fund. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Fund by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Fund and its service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Fund and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Fund. In this regard, they compared the investment performance of the Fund to its peers using rankings compiled by the Outside Data Provider as of December 31, 2015. The information on the Fund’s investment performance was provided for the one-, three- and five-year periods ending on December 31, 2015.

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Fund’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

The Trustees considered the performance of the Fund in light of its investment objective and the credit parameters. They also considered the challenging yield environment in which the Fund had operated since 2009, and noted that the Investment Adviser had been able to maintain a stable net asset value and positive yield to meet the demand of the Fund’s investors, in many instances as the result of voluntary fee waivers and expense reimbursements. In light of these considerations, the Trustees believed that the Fund was providing investment performance within a competitive range for investors. The Trustees also recalled that the Fund had been repositioned as a government money market fund in April 2016.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Fund thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fee to those of a relevant peer group and category universe; an expense analysis which compared the Fund’s overall net and gross expenses to a peer group and a category universe; and a five-year history comparing the Fund’s net expenses to the peer and category medians. The analyses also compared the Fund’s transfer agency and custody fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.

In addition, the Trustees considered the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. They noted that the Investment Adviser and Goldman Sachs had waived fees and reimbursed expenses for the Fund in order to maintain a positive yield. They also observed that the Investment Adviser was expending substantial resources to respond to recent amendments to the regulatory regime for money market funds. They also noted that the Investment Adviser did not manage other types of accounts having investment objectives and policies similar to those of the Fund, and therefore this type of fee comparison was not possible.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and the Fund were provided for 2015

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees noted that the Fund does not have management fee breakpoints. They considered the asset levels in the Fund; the Fund’s recent purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing the contractual fee rates charged by the Investment Adviser with fee rates charged to other money market funds in the peer group; the Investment Adviser’s undertaking to limit certain expenses of the Fund that exceed a specified level; and the willingness of the Investment Adviser and Goldman Sachs to waive certain fees on a temporary basis in order to maintain a positive Fund yield. They considered a report prepared by the Outside Data Provider, which surveyed money market funds’ management fee arrangements and use of breakpoints. The Trustees also considered the competitive nature of the money market fund business and the competitiveness of the fees charged to the Fund by the Investment Adviser. They also observed that the Investment Adviser’s (and its affiliates’) level of profitability had been reduced as a result of fee waivers and expense limitations.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund as stated above, including: (a) transfer agency fees received by Goldman Sachs; (b) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (c) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (d) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (e) Goldman Sachs’ retention of certain fees as Fund Distributor; (f) Goldman Sachs’ ability to engage in principal transactions with the Fund under exemptive orders from the U.S. Securities and Exchange Commission permitting such trades; (g) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund; and (h) the possibility that the working relationship between the Investment Adviser and the Fund’s third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Fund and Its Shareholders

The Trustees also noted that the Fund receives certain potential benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (e) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization; (f) the Fund’s access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; and (g) the Fund’s

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Fund and its shareholders and that the Management Agreement should be approved and continued with respect to the Fund until June 30, 2017.

 

24


TRUSTEES

Ashok N. Bakhru, Chairman

Kathryn A. Cassidy

Diana M. Daniels

Herbert J. Markley

James A. McNamara

Jessica Palmer

Alan A. Shuch

Roy W. Templin

Gregory G. Weaver

 

OFFICERS

James A. McNamara, President

Scott M. McHugh, Principal Financial Officer, Senior Vice President and Treasurer

Caroline L. Kraus, Secretary

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our Web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The web site links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these web sites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these web sites.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

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

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

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

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

© 2016 Goldman Sachs. All rights reserved.

VITMMSAR-16/58884-TMPL-08/2016


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Multi-Strategy

Alternatives Portfolio

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

INVESTMENT OBJECTIVE

The Portfolio seeks long-term growth of capital.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Global Portfolio Solutions Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Multi-Strategy Alternatives Portfolio’s (the “Portfolio”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Portfolio perform during the Reporting Period?

During the Reporting Period, the Portfolio’s Advisor, Institutional and Service Shares generated cumulative total returns of -1.64%, -1.53% and -1.64%, respectively. These returns compare to the 0.31% cumulative total return of the Portfolio’s benchmark, the Bank of America Merrill Lynch Three-Month LIBOR Constant Maturity Index (the “LIBOR Index”), during the same period.

Please note that the Portfolio’s benchmark being the LIBOR Index is a means of emphasizing that the Portfolio has an unconstrained strategy. That said, this Portfolio employs a benchmark agnostic strategy and thus comparisons to a benchmark index are not particularly relevant.

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

Broad concerns surrounding global economic growth (particularly within China), sentiment about crude oil prices and signs the U.S. economy was in the later stage of the credit cycle increased volatility in the global financial markets during the Reporting Period. As a result, dispersion of returns across asset classes grew more pronounced, resulting in significant winners and losers. In this environment, momentum or trend-following1 strategies underperformed traditional equity and fixed income classes, largely as a by-product of the heightened market volatility. Global equities, which had a rocky start in early 2016, recouped most of their losses by the end of the Reporting Period. Global fixed income generated positive returns, as global yields remained low and investors sought traditionally considered safe-haven assets in the volatile market environment. Toward the end of the Reporting Period, political instability in Europe and the unexpected “leave” result of the U.K. referendum on European Union membership, popularly known as the Brexit vote, increased uncertainty for investors within the developed markets.

Global inflation expectations remained low during the Reporting Period, as many of the world’s central banks, especially the European Central Bank, the Bank of Japan (the “BOJ”) and the People’s Bank of China, continued their accommodative monetary policies. The BOJ’s negative interest rate policy along with more stable energy prices and muted global economic growth also contributed to lower inflation expectations.

Within currencies, the U.S. dollar weakened during the Reporting Period but nevertheless remained strong relative to most other global developed currencies. An exception was the Japanese yen, which appreciated sharply versus the U.S. dollar. Emerging markets currencies also broadly appreciated, driven by the weaker U.S. dollar, stabilizing oil prices and easing concerns about China.

After several consecutive quarterly declines, commodity prices rebounded during the first quarter of 2016, but they remained volatile throughout the Reporting Period. Crude oil prices stayed well below their historic average.

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

The Portfolio’s performance is driven by three sources of return: strategic asset allocation to market exposures, short-term tactical allocation and excess returns from investments in underlying funds. During the Reporting Period, the Portfolio underperformed relative to its benchmark primarily because of weak security selection within its underlying funds. Tactical asset allocation also detracted modestly. These results were partially offset by the Portfolio’s strategic asset allocation, which added value.

Strategic asset allocation contributed positively to performance during the Reporting Period. In particular, the Portfolio was helped by its strategic allocations to satellite real asset classes, such as U.S. and international real estate securities, which benefited from low interest rates and the accommodative monetary policies of global central banks. The Portfolio’s short volatility strategy also

 

1  In trend-following strategies, investment decisions are based on trends in asset classes over time.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

bolstered returns. Offsetting these results slightly was a strategic allocation to liquid alternatives, primarily long-short equity strategies within developed and emerging markets, as well as an allocation to momentum and macro fixed income strategies.

After accounting for their market exposures, overall investments in underlying funds detracted from the Portfolio’s results. More specifically, three of the Portfolio’s underlying funds — the Goldman Sachs Long Short Fund, the Goldman Sachs Managed Futures Strategy Fund and the Goldman Sachs Fixed Income Macro Strategy Fund — underperformed their respective benchmark indices. On the positive side, two of the underlying funds — the Goldman Sachs Dynamic Emerging Markets Debt Fund and the Goldman Sachs Long Short Credit Fund — outperformed their respective benchmark indices.

Tactical asset allocation had a modestly negative impact on the Portfolio’s returns. The underperformance was led by the Portfolio’s short-term tactical allocations to European and Japanese equities, which lagged the broad global equity market during the Reporting Period. Both positions were managed throughout the Reporting Period to increase the Portfolio’s risk exposure opportunistically and in an effort to secure gains based on the Goldman Sachs Global Portfolio Solutions Team’s (the “Team”) fundamental views. In addition, the Portfolio was hurt by the Team’s decision to tactically manage a basket of international currencies to express its views about slowing economic growth in China and other emerging markets countries. Adding positively to results was the Portfolio’s short-term tactical long position in gold, which fared well amid a flight to traditionally considered safe-haven assets in January through mid-February 2016. Gold was also one of the top performing asset classes of the Reporting Period. The Portfolio’s short-term tactical long position in U.S. bank stocks also enhanced returns.

How was the Portfolio positioned at the beginning of the Reporting Period?

At the beginning of the Reporting Period, the Portfolio was positioned, in terms of its total net assets, with 75.8% in liquid alternative strategies, 13.7% in real assets and 2.6% in cash. (Liquid alternatives strategies generally include, but are not limited to, momentum or trend trading strategies (investment decisions based on trends in asset prices over time), hedge fund beta (long term total returns consistent with investment results that approximate the return and risk patterns of a diversified universe of hedge funds), managed risk investment strategies (which seek to manage extreme risk scenarios by implementing daily and monthly risk targets across a diversified mix of asset classes), emerging markets debt and unconstrained fixed income strategies (which have the ability to move across various fixed income sectors). Real assets generally include, but are not limited to, commodities, global real estate securities, infrastructure and master limited partnerships (“MLPs”).) The strategic asset allocation of the Portfolio reflects a risk-based allocation approach to increase diversification across the Portfolio. The Portfolio had 7.9% of its total net assets invested in tactical exposures at the beginning of the Reporting Period.

How did you tactically manage the Portfolio’s allocations during the Reporting Period?

During the Reporting Period overall, the Portfolio maintained an overweight in liquid alternatives and an underweight in real assets to express the Team’s view that relatively unconstrained strategies may continue to benefit from the flexibility to go long and short in an uncertain market environment.

Within its strategic asset allocation, the Team eliminated the Portfolio’s exposure to commodities during the Reporting Period due to continued weakness in the energy sector. Because inventory levels remained elevated and production had not significantly decelerated, the Team did not expect commodities to be a meaningful driver of returns in the near term.

Within its tactical asset allocation, the Team established a tactical long position in Japanese equities during February 2016. This positioning was adopted because of the positive market sentiment surrounding the BOJ’s announcement to enact further easing measures and the Team’s expectation that Japanese equities would outperform other developed markets equities as a result of those easing measures. During March 2016, the Team exited the Portfolio’s tactical long position in gold. In June 2016, the Team enacted a long position in Indian equity futures due to the broadening economic recovery, recent legislative victories by Prime Minister Narendra Modi and what we viewed as limited near-term political risks. Additionally, the Team believed valuations remained fair, as India had underperformed broader emerging markets equities since the beginning of 2016.

During the Reporting Period, the Team established a tactical long position in U.S. bank stocks. The U.S. banking sector had previously underperformed the broader global equity market on concerns surrounding European banks. The Team believed the selloff had been excessive and that fundamentals, such as loan growth, the focus on expense controls and the shoring up of capital positions, was supportive. In addition, during the Reporting Period, the Team added a tactical allocation to the international currency markets while also seeking to provide the Portfolio with a potential hedge against currency exchange rate fluctuations. More specifically, the Team tactically managed a basket of currencies as it sought to take advantage of the monetary and inflationary environment across developed and emerging market countries. During the Reporting Period, this basket of currencies was used to express the Team’s views about slowing economic growth in China and other emerging market countries. It was also

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

employed to express the Team’s view that lower commodity prices would have a positive impact on commodity importers, such as India, and a negative impact on commodity exporters, such as Australia.

Over the course of the Reporting Period, the Team tactically adjusted the Portfolio’s exposure to U.S. stocks and developed markets equities. At the end of March 2016, the Team reduced the Portfolio’s exposure to U.S. stocks and developed markets equities on the belief that the rally that had started in mid-February 2016 had run its course. Near the end of the Reporting Period, the Team increased the Portfolio’s exposure to U.S. stocks and developed markets equities on the belief there was potential for further upside in the near term because of the Federal Reserve’s (the “Fed”) accommodative monetary policy, improving conditions in China and poor investor sentiment.

In addition, during the Reporting Period overall, the Team adjusted the Portfolio’s asset allocation to more evenly balance the different sources of active risk in the Portfolio. These changes translated into the elimination of the Portfolio’s investment in the Goldman Sachs VIT Global Trends Allocation Fund. The proceeds were invested in the Goldman Sachs Managed Futures Strategy Fund, which allows the Portfolio to, in the Team’s view, more effectively access momentum and cross-asset trend strategies.

Also as part of its risk management efforts, the Team reduced the Portfolio’s equity long-short allocation during the Reporting Period. The decision was driven by concerns about negative momentum and overcrowding in the hedge fund universe.

How was the Portfolio positioned at the end of the Reporting Period?

At the end of the Reporting Period, the Portfolio was positioned, in terms of its total net assets, with 77.0% in liquid alternative strategies, 11.6% in real assets and 0.6% in cash. The Portfolio had 10.8% of its total net assets invested in tactical exposures.

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

During the Reporting Period, the Portfolio used derivatives primarily to express views across the developed and emerging market equity markets. The Portfolio employed equity index futures to replicate U.S. large cap equity and European equity exposures, which had, respectively, a marginally positive impact and a negative impact on results. Additionally, the Portfolio used equity index futures to gain tactical exposure to Indian equities (marginally positive impact), Japanese equities (negative impact) and U.S. large cap bank stocks (positive impact). The Portfolio also used emerging markets equity index futures to partially hedge the beta associated with investing in emerging markets stocks, thus isolating returns from active security selection. These futures detracted from the Portfolio’s performance. (Beta is a measure of the volatility, or systematic risk, of a security or a portfolio in comparison to the market as a whole.) In addition, during the Reporting Period, the Portfolio employed foreign exchange forwards to go long and short select developed and emerging market currencies within a tactical basket of currencies. The use of these instruments had a negative impact on performance. Additionally, some of the underlying funds used derivatives during the Reporting Period to apply their active investment views with greater versatility and potentially to afford greater risk management precision. As market conditions warranted during the Reporting Period, some of these underlying funds engaged in forward foreign currency exchange contracts, financial futures contracts, options, swap contracts and structured securities to attempt to enhance portfolio return and for hedging purposes.

What is the Portfolio’s tactical view and strategy for the months ahead?

When the Reporting Period began, the Portfolio was positioned for a market environment supportive of riskier asset classes, with an overweight in equities and an underweight in fixed income. Looking ahead, the Team remains broadly positive on riskier asset classes, given supportive central bank monetary policy and low inflation expectations globally, and its expectation that global economic growth in calendar year 2016 will be on par with growth during calendar year 2015. That said, the Team acknowledges inflationary pressures appear to be becoming more prevalent in the U.S.

The Team believes that a tactical and selective approach to equity selection is required in this environment. Accordingly, the Team remains focused on markets where it sees scope for an improvement in fundamentals, such as developed markets where there is ample monetary policy support or regions where there is opportunity for secular improvement. In the near term, the Team expects global equity returns to be capped on both the upside and downside, with potential idiosyncratic risks — such as a hard landing for China’s economy, the aftermath of Brexit, an unforeseen European crisis, inflation scares and/or oil price uncertainty — likely, in the Team’s view, to generate substantial volatility. As a result, the Team believes the risk-reward of a dynamic approach to investing in equities and riskier asset classes broadly is becoming more attractive. In terms of U.S. equities, the difficult start to 2016 and a steep intra-month decline in June 2016 following the Brexit vote led the Team to adopt a more tactically defensive stance by the end of the Reporting Period.

 

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

In China, ongoing policy and monetary support from the People’s Bank of China has, in the Team’s view, helped the Chinese economy to stabilize. However, the Team believes China faces structural headwinds that could represent meaningful downside risks to the trajectory of global equity markets in the short term. Potential upside could result, in the Team’s view, from any additional stabilization relative to the market’s muted expectations, which could assuage concerns about the emerging markets broadly and, in turn, the export sectors of developed economies.

Elsewhere in the world, the Team remains bullish on prospects in Europe and Japan given their central banks’ accommodative monetary policies but continues to be cautious about investing further in economies that are in the mature mid-cycle expansion phase. Market uncertainty following the U.K.’s Brexit vote was also informing the Team’s investment decision-making at the end of the Reporting Period.

In terms of fixed income, the Team believes the markets have underestimated the pace of potential Fed rate hikes and at the end of the Reporting Period were pricing in too dovish a sentiment. (Dovish sentiment tends to suggest lower interest rates.)

Overall, at the end of the Reporting Period, the Team continued to favor equities over fixed income and maintained an underweight in government bonds. It also maintained a marginally positive view on emerging markets equities relative to developed markets equities at the end of the Reporting Period.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Index Definitions

 

The BofA Merrill Lynch U.S. Dollar Three-Month LIBOR Constant Maturity Index is based on the assumed purchase of a synthetic instrument having three months to maturity and with a coupon equal to the closing quote for three-month LIBOR. That issue is sold the following day (priced at a yield equal to the current day closing three-month LIBOR rate) and is rolled into a new three-month instrument. The index, therefore, will always have a constant maturity equal to exactly three months.

The S&P GSCI is the first major investable commodity index. It is one of the most widely recognized benchmarks that is broad-based and production weighted to represent the global commodity market beta. The index is designed to be investable by including the most liquid commodity futures and provides diversification with low correlations to other asset classes.

 

5


FUND BASICS

 

Multi-Strategy Alternatives Portfolio

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Since Inception      Inception Date
Institutional      -6.43      -3.07    4/25/14
Service      -6.68         -3.32       4/25/14
Advisor      -6.72         -3.44       4/25/14

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        1.05      4.28
Service        1.30         3.21   
Advisor        1.45         3.39   

 

2  The expense ratios of the Portfolio, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectuses for the Portfolio and may differ from the expense ratios disclosed in the Financial Highlights of this report. Pursuant to a contractual arrangement, the Portfolio’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Portfolio’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

 

6


FUND BASICS

 

OVERALL UNDERLYING FUND AND ETF WEIGHTINGS3

Percentage of Net Assets

 

 

 

LOGO

 

 

 

3  The Portfolio is actively managed and, as such, its composition may differ over time. The percentage shown for each Underlying Fund and ETF reflects the value of that underlying fund or ETF as a percentage of net assets of the Portfolio. Figures in the graph above may not sum to 100% due to rounding and/or exclusion of other assets and liabilities. Underlying sector allocations of Exchange Traded Funds and Investment Companies held by the Portfolio are not reflected in the graph above. The above graph depicts the Portfolio’s investments but may not represent the Portfolio’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Shares      Description    Value  
  Underlying Funds (Institutional Shares)(a) – 88.6%   

 

Equity – 13.4%

  

  75,111       Goldman Sachs Long Short Fund    $ 634,688   
  31,205       Goldman Sachs Emerging Markets Equity Fund      499,280   
  5,489       Goldman Sachs Real Estate Securities Fund      119,009   
  15,458       Goldman Sachs International Real Estate Securities Fund      92,283   
     

 

 

 
        1,345,260   

 

 

 

 

Fixed Income – 75.2%

  

  170,436       Goldman Sachs Long Short Credit Strategies Fund      1,624,257   
  148,695       Goldman Sachs Strategic Income Fund      1,393,269   
  152,978       Goldman Sachs Absolute Return Tracker Fund      1,372,211   
  136,456       Goldman Sachs Fixed Income Macro Strategies Fund      1,174,890   
  99,044       Goldman Sachs Managed Futures Strategy Fund      1,034,015   
  113,952       Goldman Sachs Dynamic Emerging Markets Debt Fund      965,174   
     

 

 

 
        7,563,816   

 

 

 
 

 

TOTAL UNDERLYING FUNDS

(INSTITUTIONAL SHARES)

  

  

  (Cost $9,195,902)    $ 8,909,076   

 

 

 
     
  Exchange Traded Fund – 0.8%   
  1,591       ProShares Short VIX Short-Term Futures Fund    $ 78,182   
  (Cost $71,170)   

 

 

 

 

Shares    Distribution
Rate
     Value  
Investment Company(a)(b) – 8.9%   

Goldman Sachs Financial Square Government Fund —
FST Institutional Shares

   

900,071      0.299    $ 900,071   
(Cost $900,071)   

 

 
TOTAL INVESTMENTS – 98.3%   
(Cost $10,167,143)       $ 9,887,329   

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES – 1.7%

   

     171,422   

 

 
NET ASSETS – 100.0%       $ 10,058,751   

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
(a)   Represents Affiliated Funds.
(b)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2016.

 

Currency Abbreviations:
AUD   —Australian Dollar
CHF   —Swiss Franc
CNY   —Chinese Yuan
COP   —Colombian Peso
EUR   —Euro
GBP   —British Pound
HUF   —Hungarian Forint
IDR   —Indonesian Rupiah
INR   —Indian Rupee
JPY   —Japanese Yen
MYR   —Malaysian Ringgit
NZD   —New Zealand Dollar
PLN   —Polish Zloty
RUB   —Russian Ruble
SEK   —Swedish Krona
TRY   —Turkish Lira
TWD   —Taiwan Dollar
USD   —United States Dollar
ZAR   —South African Rand

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

 

 

ADDITIONAL INVESTMENT INFORMATION

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS — At June 30, 2016, the Portfolio had the following forward foreign currency exchange contracts:

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED GAIN

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Gain
 

Barclays Bank PLC

   COP 132,000,000       USD 44,103         09/21/16       $ 44,439       $ 336   
   TWD 300,000       USD 9,326         09/21/16         9,336         10   
   USD 1,512       CNY 10,000         09/21/16         1,495         17   

Citibank, N.A.

   USD 87,439       CNY 580,000         09/21/16         86,710         729   

Deutsche Bank AG

   AUD 60,000       USD 44,514         09/21/16         44,619         105   
   NZD 10,000       USD 7,077         09/21/16         7,111         34   
   RUB 3,000,000       USD 43,513         09/21/16         45,934         2,421   
   ZAR 70,000       USD 4,629         09/21/16         4,676         47   

JPMorgan Chase Bank, N.A.

   USD 44,879       EUR 40,000         09/21/16         44,520         359   

Standard Chartered Bank

   TRY 130,000       USD 43,033         09/21/16         44,365         1,332   
   USD 86,609       GBP 60,000         09/21/16         79,937         6,672   
   USD 42,744       HUF 12,000,000         09/21/16         42,169         575   
   ZAR 700,000       USD 43,794         09/21/16         46,764         2,970   

UBS AG

   IDR 1,170,000,000       USD 84,172         09/21/16         87,779         3,607   
TOTAL                         $ 19,214   

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 

Bank of America, N.A.

   USD 46,543       GBP 35,000         09/21/16       $ 46,630       $ (87
   USD 7,017       HUF 2,000,000         09/21/16         7,028         (11
   USD 64,307       TWD 2,100,000         09/21/16         65,352         (1,045

Barclays Bank PLC

   USD 3,795       RUB 250,000         09/21/16         3,828         (33
   USD 9,314       TWD 300,000         09/21/16         9,336         (22
   USD 4,636       ZAR 70,000         09/21/16         4,677         (41

Deutsche Bank AG

   CHF 10,000       USD 10,433         09/21/16         10,288         (145
   GBP 30,000       USD 44,085         09/21/16         39,968         (4,117

JPMorgan Chase Bank, N.A.

   GBP 30,000       USD 43,286         09/21/16         39,968         (3,318
   SEK 375,000       USD 45,252         09/21/16         44,478         (774
   USD 10,166       CHF 10,000         09/21/16         10,287         (121

Morgan Stanley Co., Inc.

   INR 9,000,000       USD 131,704         09/21/16         131,530         (174
   RUB 250,000       USD 3,836         09/21/16         3,828         (8
   USD 1,491       CNY 10,000         09/21/16         1,495         (4
   USD 43,783       INR 3,000,000         09/21/16         43,843         (60

Standard Chartered Bank

   PLN 180,000       USD 45,698         09/21/16         45,541         (157
   USD 101,534       CHF 100,000         09/21/16         102,878         (1,344
   USD 41,399       COP 132,000,000         09/21/16         44,439         (3,040
   USD 46,191       JPY 5,000,000         09/21/16         48,551         (2,360

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS (continued)

 

Counterparty   

Currency

Purchased

    

Currency

Sold

    

Settlement

Date

    

Current

Value

    

Unrealized

Loss

 

State Street Bank

   USD      43,182       AUD 60,000         09/21/16       $   44,619       $ (1,437
   USD 47,491       NZD 70,000         09/21/16         49,779         (2,288

UBS AG

   USD 43,592       MYR        180,000         09/21/16         45,029         (1,437
TOTAL                         $ (22,023

FUTURES CONTRACTS — At June 30, 2016, the Portfolio had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
      

Expiration

Date

      

Current

Value

       Unrealized
Gain (Loss)
 
EURO STOXX 50 Index        1           September 2016         $ 31,683         $ (498
mini MSCI EAFE Index Futures        2           September 2016           161,520           (5,254
mini MSCI Emerging Markets Index Futures        (9        September 2016           (375,615        (3,838
S&P 500 E-Mini Index        2           September 2016           209,020           296   

SGX Nifty 50 Equity Index

       9           July 2016           150,039           3,723   
TOTAL                                       $ (5,571

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:  

Investments in Affiliated Underlying Funds, at value (cost $10,095,973)

   $ 9,809,147   

Investments, at value (cost $71,170)

     78,182   

Cash

     98,390   

Receivables:

  

Investments sold

     130,000   

Collateral on certain derivative contracts

     37,001   

Portfolio shares sold

     23,577   

Reimbursement from investment adviser

     16,746   

Dividends

     237   

Unrealized gain on forward foreign currency exchange contracts

     19,214   

Variation margin on certain derivative contracts

     2,729   
Total assets      10,215,223   
  
  
Liabilities:    

Unrealized loss on forward foreign currency exchange contracts

     22,023   

Payables:

  

Portfolio shares redeemed

     35,639   

Distribution and Service fees and Transfer Agency fees

     3,395   

Accrued expenses

     95,415   
Total liabilities      156,472   
  
  
Net Assets:    

Paid-in capital

     11,097,990   

Undistributed net investment income

     37,009   

Accumulated net realized loss

     (788,310

Net unrealized loss

     (287,938
NET ASSETS    $ 10,058,751   

Net Assets:

  

Institutional

   $ 40,083   

Service

     279,260   

Advisor

     9,739,408   

Total Net Assets

   $ 10,058,751   

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

  

Institutional

     4,445   

Service

     31,053   

Advisor

     1,085,418   

Net asset value, offering and redemption price per share:

  

Institutional

     $9.02   

Service

     8.99   

Advisor

     8.97   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:  

Dividends from Affiliated Underlying Funds

   $ 63,310   

Dividends from Unaffiliated Underlying Funds

     310   
Total investment income      63,620   
  
  
Expenses:    

Professional fees

     45,964   

Printing and mailing costs

     32,281   

Distribution and Service fees(a)

     18,772   

Custody, accounting and administrative services

     16,760   

Trustee fees

     12,154   

Management fees

     7,610   

Transfer Agency fees(a)

     1,014   

Other

     3,707   
Total expenses      138,262   

Less — expense reductions

     (108,932
Net expenses      29,330   
NET INVESTMENT INCOME      34,290   
  
  
Realized and unrealized gain (loss):    

Net realized gain (loss) from:

  

Investments in Affiliated Underlying Funds

     (513,590

Investments in Unaffiliated Underlying Funds

     10,714   

Futures contracts

     (71,147

Forward foreign currency exchange contracts

     (16,162

Foreign currency transactions

     24   

Net change in unrealized gain (loss) on:

  

Investments in Affiliated Underlying Funds

     386,922   

Investments in Unaffiliated Underlying Funds

     23,472   

Futures contracts

     (19,233

Forward foreign currency exchange contracts

     (2,809

Foreign currency translation

     218   
Net realized and unrealized loss      (201,591
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ (167,301

(a) Class specific Distribution and Service, and Transfer Agency fees were as follows:

 

Distribution and
Service Fees
    Transfer Agency Fees  

Advisor

    

Service

   

Advisor

    

Institutional

    

Service

 
$ 18,725       $ 47      $ 936       $ 75       $ 3   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
 
     
From operations:  

Net investment income

   $ 34,290       $ 170,751   

Net realized loss

     (590,161      (155,810

Net change in unrealized gain (loss)

     388,570         (565,645
Net decrease in net assets resulting from operations      (167,301      (550,704
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

             (20,864

Service Shares

             (439

Advisor Shares

             (183,729

From net realized gains

     

Institutional Shares

             (1,452

Service Shares

             (33

Advisor Shares

             (14,588
Total distributions to shareholders              (221,105
     
     
From share transactions:        

Proceeds from sales of shares

     2,169,762         9,018,089   

Reinvestment of distributions

             221,105   

Cost of shares redeemed

     (2,589,511      (2,079,723
Net increase (decrease) in net assets resulting from share transactions      (419,749      7,159,471   
TOTAL INCREASE (DECREASE)      (587,050      6,387,662   
     
     
Net assets:        

Beginning of period

     10,645,801         4,258,139   

End of period

   $ 10,058,751       $ 10,645,801   
Undistributed net investment income    $ 37,009       $ 2,719   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

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

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 9.15      $ 0.04      $ (0.17   $ (0.13   $      $      $      $ 9.02        (1.53 )%    $ 40        0.21 %(f)      2.38 %(f)      0.97 %(f)      32

2016 - Service

    9.14        0.05        (0.20     (0.15                          8.99        (1.64     279        0.46 (f)      2.61 (f)      1.14 (f)      32   

2016 - Advisor

    9.12        0.03        (0.18     (0.15                          8.97        (1.64     9,739        0.61 (f)      2.75 (f)      0.65 (f)      32   
                           

FOR THE FISCAL YEAR ENDED DECEMBER 31,

 

2015 - Institutional

    9.81        0.20        (0.65     (0.45     (0.20     (0.01     (0.21     9.15        (4.51     958        0.22        4.40        2.02        53   

2015 - Service

    9.81        0.24        (0.71     (0.47     (0.19     (0.01     (0.20     9.14        (4.76     22        0.48        3.33        2.54        53   

2015 - Advisor

    9.79        0.21        (0.69     (0.48     (0.18     (0.01     (0.19     9.12        (4.89     9,666        0.62        3.51        2.16        53   
                           

FOR THE PERIOD ENDED DECEMBER 31,

 

2014 - Institutional (Commenced April 25, 2014)

    10.00        0.09        (0.16     (0.07     (0.12     (g)      (0.12     9.81        (0.67     1,003        0.22 (f)      24.63 (f)      1.30 (f)      25   

2014 - Service (Commenced April 25, 2014)

    10.00        0.07        (0.16     (0.09     (0.10     (g)      (0.10     9.81        (0.85     10        0.49 (f)      25.05 (f)      1.02 (f)      25   

2014 - Advisor (Commenced April 25, 2014)

    10.00        0.11        (0.21     (0.10     (0.11     (g)      (0.11     9.79        (0.97     3,246        0.62 (f)      16.16 (f)      1.66 (f)      25   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Recognition of net investment income by the Portfolio is affected by the timing of declaration of dividends by the Underlying Funds in which the Portfolio invests.
(c) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(d) Expense ratios exclude the expenses of the Underlying Funds in which the Portfolio invests.
(e) The portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the portfolio turnover rate may be higher.
(f) Annualized.
(g) Amount is less than $0.005 per share.

 

The accompanying notes are an integral part of these financial statements.    14   


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Multi-Strategy Alternatives Portfolio (the “Portfolio”). The Portfolio is a diversified portfolio under the Act offering three classes of shares — Institutional, Service and Advisor Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

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

The Portfolio invests primarily in a combination of domestic and international equity and fixed income underlying funds (“Underlying Funds”) which are registered under the Act, for which GSAM or Goldman Sachs Asset Management International (“GSAMI”), also an affiliate of Goldman Sachs, act as investment advisers. Additionally, this Portfolio may invest a portion of its assets directly in other securities and instruments, including unaffiliated exchange traded funds (“Unaffiliated Funds”).

2.    SIGNIFICANT ACCOUNTING POLICIES

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

A.  Investment Valuation — The Portfolio’s valuation policy, as well as the Underlying Funds’ is to value investments at fair value.

B.  Investment Income and Investments — Investment income includes interest income, dividend income, net of any foreign withholding taxes, less any amounts reclaimable, and securities lending income. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Capital gain distributions received from Underlying Funds are recognized on ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments. Income distributions are recognized as capital gains or income in the financial statements in accordance with the character that is distributed.

For derivative contracts, realized gains and losses are recorded upon settlement of the contract.

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Portfolio are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Portfolio are charged to the Portfolio, while such expenses incurred by the Trust are allocated across the applicable Portfolios on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

Expenses included in the accompanying financial statements reflect the expenses of the Portfolio and do not include any expenses associated with the Underlying Funds. Because the Underlying Funds have varied expense and fee levels and the Portfolio may own different proportions of the Underlying Funds at different times, the amount of fees and expenses incurred indirectly by the Portfolio will vary.

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

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Losses that are carried forward will retain their character as either short-term or long-term capital losses. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

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

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

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

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

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

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Portfolio’s policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

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

Underlying Funds (Including Money Market Funds) — Investments in the Underlying Funds are valued at the NAV per share of the Institutional Share class (the FST Institutional Share class for Money Market Funds) of each Underlying Fund on the day of valuation. Because the Portfolio invests primarily in other mutual funds that fluctuate in value, the Portfolio’s shares will correspondingly fluctuate in value. These investments are generally classified as Level 1 of the fair value hierarchy. For information regarding an Underlying Fund’s accounting policies and investment holdings, please see the Underlying Fund’s shareholder report.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

Derivative Contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors. The Portfolio enters into derivative transactions to hedge against changes in interest rates, securities prices, and/or currency exchange rates, to increase total return, or to gain access to certain markets or attain exposure to other underliers.

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

i.  Forward Contracts — A forward contract is a contract between two parties to buy or sell an asset at a specified price on a future date. A forward contract settlement can occur on a cash or delivery basis. Forward contracts are marked-to-market daily using independent vendor prices, and the change in value, if any, is recorded as an unrealized gain or loss. Cash and certain investments may be used to collateralize forward contracts.

A forward foreign currency contract is a forward contract in which the Portfolio agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. All forward foreign currency exchange contracts are marked-to-market daily at the applicable forward rate. Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency.

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

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Portfolio’s investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Portfolio’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

C.  Fair Value Hierarchy — The following is a summary of the Portfolio’s investments and derivatives classified in the fair value hierarchy as of June 30, 2016:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Equity Underlying Funds      $ 1,345,260         $         $   
Fixed Income Underlying Funds        7,563,816                       
Exchange Traded Fund        78,182                       
Investment Company        900,071                       
Total      $ 9,887,329         $         $   
Derivative Type                              
Assets(a)               
Forward Foreign Currency Exchange Contracts      $         $ 19,214         $   
Futures Contracts        4,019                       
Total      $ 4,019         $ 19,214         $   
Liabilities(a)               
Forward Foreign Currency Exchange Contracts      $         $ (22,023      $   
Futures Contracts        (9,590                    
Total      $ (9,590      $ (22,023      $   

 

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

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

4.    INVESTMENTS IN DERIVATIVES

The following table sets forth, by certain risk types, the gross value of derivative contracts as of June 30, 2016. These instruments were used as part of the Portfolio’s investment strategies and to obtain and/or manage exposure related to the risks below. The values in the table below exclude the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Portfolio’s net exposure.

 

Risk         Statement of Assets and Liabilities   Assets(a)     Statement of Assets and Liabilities   Liabilities(a)  
Equity        Variation margin on certain derivative contracts   $ 4,019      Variation margin on certain derivative contracts   $ (9,590
Currency        Receivable for unrealized gain on forward foreign currency exchange contracts     19,214      Payable for unrealized loss on forward foreign currency exchange contracts     (22,023
Total              23,233            (31,613

 

(a) Includes unrealized gain (loss) on futures contracts and centrally cleared swap contracts described in the Additional Investment Information section of the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

4.    INVESTMENTS IN DERIVATIVES (continued)

 

The following table sets forth, by certain risk types, the Portfolio’s gains (losses) related to these derivatives and their indicative volumes for the six months ended June 30, 2016. These gains (losses) should be considered in the context that these derivative contracts may have been executed to create investment opportunities and/or economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statement of Operations.

 

Risk    Statement of Operations   Net
Realized
Gain (Loss)
    Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 
Equity    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts   $ (71,147   $ (19,233     24   
Currency    Net realized gain (loss) from forward foreign currency exchange contracts/Net change in unrealized gain (loss) on forward foreign currency exchange contracts     (16,162     (2,809     39   
Total        $ (87,309   $ (22,042     63   

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2016.

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Portfolio, subject to the general supervision of the Trustees.

As compensation for the services rendered pursuant to the Agreement, the assumption of the expenses related thereto and administration of the Portfolio’s business affairs, including providing facilities, GSAM is entitled to a management fee, accrued daily and paid monthly, equal to an annual percentage rate of 0.15% of the Portfolio’s average daily net assets. GSAM has agreed to waive all of its management fee. The management fee waiver will remain in effect through at least April 29, 2017, and prior to such date, GSAM may not terminate the arrangement without the approval of the Board of Trustees. For the six months ended June 30, 2016, GSAM waived $7,610 of its management fee.

B.  Distribution and Service Plans — The Trust, on behalf of the Portfolio, has adopted Distribution and Service Plans (the “Plans”). Under each Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% and 0.40% of the Portfolio’s average daily net assets attributable to Service and Advisor Shares, respectively.

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

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expenses” of the Portfolio (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification, and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Portfolio. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Portfolio is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Portfolio is 0.204%. The Other Expense limitation will remain in place through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, GSAM reimbursed $100,516 to the Portfolio. In addition, the Portfolio has entered into certain offset arrangements with the custodian and the transfer agent, which

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

may result in a reduction of the Portfolio’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the six months ended June 30, 2016, custody fee credits were $27.

The Portfolio invests in FST Institutional Shares of the Goldman Sachs Financial Square Government Fund, which is an affiliated Underlying Fund. GSAM has agreed to waive an amount equal to any management fee it earns as an investment to the Goldman Sachs Financial Square Government Fund. For the six months ended June 30, 2016, GSAM waived $779 of the Portfolio’s other expenses.

E.  Line of Credit Facility — As of June 30, 2016, the Portfolio participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Portfolio based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Portfolio did not have any borrowings under the facility.

F.  Other Transactions with Affiliates — The Portfolio invests primarily in the Institutional Shares of the Underlying Funds. These Underlying Funds are considered to be affiliated with the Portfolio. The table below shows the transactions in and earnings from investments in these Underlying Funds for the six months ended June 30, 2016:

 

Underlying Funds  

Market

Value
12/31/2015

   

Purchases

at Cost

   

Proceeds
from

Sales

   

Net
Realized
Gain

(Loss)

    Change in
Unrealized
Appreciation
(Depreciation)
    Market
Value
6/30/2016
    Dividend
Income
 

Goldman Sachs Absolute Return Tracker Fund

  $ 1,464,549      $ 120,000      $ (228,000   $ (14,214   $ 29,876      $ 1,372,211      $   

Goldman Sachs Dynamic Commodity Strategy Fund

    502,270               (488,156     (123,211     109,097                 

Goldman Sachs Dynamic Emerging Markets Debt Fund

    789,146        272,240        (165,000     (16,586     85,374        965,174        22,573   

Goldman Sachs Emerging Markets Equity Fund

    510,845        35,000        (71,000     921        23,514        499,280          

Goldman Sachs Financial Square Government Fund

    812,720        2,376,132        (2,288,782            1        900,071        1,263   

Goldman Sachs Fixed Income Macro Strategies Fund

    1,235,596        145,000        (175,000     (17,938     (12,768     1,174,890          

Goldman Sachs International Real Estate Securities Fund

    90,303        1,051                      929        92,283        1,051   

Goldman Sachs Long Short Credit Strategies Fund

    1,092,205        777,136        (260,000     (17,673     32,589        1,624,257        17,427   

Goldman Sachs Long Short Fund

    1,343,748        170,000        (752,000     (201,765     74,705        634,688          

Goldman Sachs Managed Futures Strategy Fund

           1,140,000        (75,000     (5,203     (25,782     1,034,015          

Goldman Sachs Real Estate Securities Fund

    108,252        1,455                      9,302        119,009        1,455   

Goldman Sachs Strategic Income Fund

    1,499,095        171,021        (240,000     (26,775     (10,072     1,393,269        19,541   

Goldman Sachs VIT Global Trends Allocation Fund

    982,531               (961,542     (91,146     70,157                 
Total   $ 10,431,260      $ 5,209,035      $ (5,704,480   $ (513,590   $ 386,922      $ 9,809,147      $ 63,310   

As of June 30, 2016, the Goldman Sachs Group, Inc. was the beneficial owner of approximately 28% of the Institutional Class Shares of the Portfolio.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

6.    PORTFOLIO SECURITIES TRANSACTIONS

 

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were $2,950,617 and $3,735,540, respectively.

7.    TAX INFORMATION

As of the Portfolio’s most recent fiscal year end, December 31, 2015, the Portfolio’s capital loss carryforwards and timing differences, on a tax-basis were as follows:

 

Capital loss carryforward   

Perpetual short-term

   $ (38,410
Timing differences (Post October Loss Deferral)      (65,991

As of June 30, 2016, the Portfolio’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 10,246,728   
Gross unrealized gain      51,659   
Gross unrealized loss      (411,058
Net unrealized security loss    $ (359,399

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales, net mark to market gains/(losses) on regulated futures contracts and differences in the tax treatment of underlying fund investments.

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

8.    OTHER RISKS

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

Derivatives Risk — Loss may result from the Portfolio’s or an Underlying Fund’s investments in derivative instruments. These instruments may be illiquid, difficult to price and leveraged so that small changes in the value of the underlying instruments may produce disproportionate losses to the Portfolio or an Underlying Fund. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. Losses from investments in derivatives can also result from a lack of correlation between changes in the value of derivative instruments and the portfolio assets (if any) being hedged.

Investments in the Underlying Funds — The investments of the Portfolio are concentrated in the Underlying Funds, and the Portfolio’s investment performance is directly related to the investment performance of the Underlying Funds it holds. The Portfolio is subject to the risk factors associated with the investments of the Underlying Funds in direct proportion to the amount of assets allocated to each. To the extent that the Portfolio has a relative concentration of its portfolio in a single Underlying Fund, the Portfolio may be more susceptible to adverse developments affecting that Underlying Fund, and may be more susceptible to losses because of these developments.

Investments in Other Investment Companies – As a shareholder of another investment company, including an exchange-traded fund (“ETF”), the Portfolio will indirectly bear its proportionate share of any net management fees and other expenses paid by such

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

8.    OTHER RISKS (continued)

 

other investment companies, in addition to the fees and expenses regularly borne by the Portfolio. ETFs are subject to risks that do not apply to conventional mutual funds, including but not limited to the following: (i) the market price of the ETF’s shares may trade at a premium or a discount to their NAV; and (ii) an active trading market for an ETF’s shares may not develop or be maintained.

Large Shareholder Transactions Risk — The Portfolio or an Underlying Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Portfolio or an Underlying Fund. Such large shareholder redemptions may cause the Portfolio or an Underlying Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Portfolio’s or an Underlying Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition, a large redemption could result in the Portfolio’s or an Underlying Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Portfolio’s or an Underlying Fund’s expense ratio. Similarly, large Portfolio or Underlying Fund share purchases may adversely affect the Portfolio’s or an Underlying Fund’s performance to the extent that the Portfolio or an Underlying Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

Liquidity Risk — The Underlying Funds may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that a Portfolio will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, a Portfolio may be forced to sell investments at an unfavorable time and/or under unfavorable conditions. Liquidity risk may be the result of, among other things, the reduced number and capacity of traditional market participants to make a market in fixed income securities or the lack of an active market. The potential for liquidity risk may be magnified by a rising interest rate environment or other circumstances where investor redemptions from fixed income mutual funds may be higher than normal, potentially causing increased supply in the market due to selling activity.

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

Short Position Risk — The Portfolio or an Underlying Fund may enter into a short position through a futures contract, an option or swap agreement or through short sales of any instrument that the Portfolio or an Underlying Fund may purchase for investment. Taking short positions involves leverage of the Portfolio’s assets and presents various risks. If the value of the underlying instrument or market in which the Portfolio or an Underlying Fund has taken a short position increases, then the Portfolio or an Underlying Fund will incur a loss equal to the increase in value from the time that the short position was entered into plus any related interest payments or other fees. Taking short positions involves the risk that losses may be disproportionate, may exceed the amount invested, and may be unlimited.

9.    INDEMNIFICATIONS

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

10.    SUBSEQUENT EVENTS

 

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

11.    SUMMARY OF SHARE TRANSACTIONS

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2016

(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      125      $ 1,122        167      $ 1,635   
Reinvestment of distributions                    2,436        22,316   
Shares redeemed      (100,385     (901,609     (90     (866
       (100,260     (900,487     2,513        23,085   
Service Shares         
Shares sold      28,902        259,278        1,310        12,500   
Reinvestment of distributions                    51        472   
Shares redeemed      (215     (1,926     (5     (51
       28,687        257,352        1,356        12,921   
Advisor Shares         
Shares sold      213,535        1,909,362        924,410        9,003,954   
Reinvestment of distributions                    21,718        198,317   
Shares redeemed      (187,976     (1,685,976     (217,661     (2,078,806
       25,559        223,386        728,467        7,123,465   
NET INCREASE (DECREASE)      (46,014   $ (419,749     732,336      $ 7,159,471   

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Portfolio Expenses — Six Month Period  Ended June 30, 2016 (Unaudited)

As a shareholder of Institutional, Service or Advisor Shares of the Portfolio, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service and Advisor Shares) and other Portfolio expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares, Service Shares and Advisor Shares of the Portfolio and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Portfolio's actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Portfolio's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Portfolios and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

Share Class   Beginning
Account Value
01/01/16
   

Ending

Account Value
06/30/16

   

Expenses Paid

for the

6 Months

Ended

06/30/16*

 
Institutional        
Actual   $ 1,000      $ 984.70      $ 0.84   
Hypothetical 5% return     1,000        1,024.02     0.86   
Service        
Actual     1,000        983.60        2.27   
Hypothetical 5% return     1,000        1,022.58     2.31   
Advisor        
Actual     1,000        983.60        3.01   
Hypothetical 5% return     1,000        1,021.83     3.07   

 

  * Expenses are calculated using the Portfolio’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.21%, 0.46% and 0.61% for Institutional, Service and Advisor Shares, respectively.  

 

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

 

Background

The Goldman Sachs Multi-Strategy Alternatives Portfolio (the “Portfolio”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Portfolio at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Portfolio.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Portfolio, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Portfolio and the underlying funds in which it invests (the “Underlying Funds”) by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;
  (b)   information on the investment performance of the Portfolio and Underlying Funds, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), and a benchmark performance index; and general investment outlooks in the markets in which the Portfolio and Underlying Funds invest;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Portfolio’s peer group and/or benchmark index had high, medium, or low relevance given the Portfolio’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Portfolio;
  (e)   fee and expense information for the Portfolio, including:
  (i)   the relative management fee and expense level of the Portfolio as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider; and
  (ii)   the Portfolio’s expense trends over time;
  (f)   with respect to the investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Portfolio;
  (g)   the undertaking of the Investment Adviser to waive the management fee paid by the Portfolio and a portion of the management fees paid by certain Underlying Funds and to limit certain expenses of the Portfolio and the Underlying Funds that exceed specified levels;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Portfolio and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Portfolio’s existing management fee schedule, together with the management fee schedules of the Underlying Funds, adequately addressed any economies of scale;

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Portfolio and/or the Underlying Funds, including the fees received by the Investment Adviser’s affiliates from the Portfolio and/or the Underlying Funds for transfer agency, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Portfolio and/or the Underlying Funds as a result of their relationship with the Investment Adviser;
  (l)   with respect to the applicable Underlying Funds, information regarding commissions paid by the Underlying Equity Funds and broker oversight, an update on the Investment Adviser’s soft dollars practices, other information regarding portfolio trading, and how the Investment Adviser carries out its duty to seek best execution;
  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Portfolio and the Underlying Funds by their unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Portfolio’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Portfolio’s distribution arrangements. They received information regarding the Portfolio’s assets, share purchase and redemption activity, and payment of distribution and service fees. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Portfolio shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Portfolio investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Portfolio and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Portfolio. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Portfolio and the Underlying Funds by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Portfolio and the Underlying Funds and their service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Portfolio and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Portfolio, the Underlying Funds, and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Portfolio and the Underlying Funds. In this regard, they compared the investment performance of the Portfolio to its peers using rankings compiled by the Outside Data Provider as of

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on the Portfolio’s investment performance was provided for the one-year period ending on the applicable date. The Trustees also reviewed the Portfolio’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Portfolio over time, and reviewed the investment performance of the Portfolio in light of its investment objective and policies and market conditions.

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Portfolio performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Portfolio’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management.

The Trustees noted that the Portfolio’s Institutional Shares placed in the third quartile of the Portfolio’s peer group and underperformed the Portfolio’s LIBOR-based benchmark index by 6.67% for the one-year period, and underperformed the average performance of a group of competitor funds, as determined by the Investment Adviser, for the one-year period ending March 31, 2016. They observed that the Portfolio had certain significant differences from the Portfolio’s benchmark index that caused it to be an imperfect basis for comparison.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Portfolio thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Portfolio, which included both advisory and administrative services that were directed to the needs and operations of the Portfolio as a registered mutual fund.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Portfolio. The analyses provided a comparison of the Portfolio’s management fee to those of a relevant peer group and category universe; an expense analysis which compared the Portfolio’s overall net and gross expenses to a peer group and a category universe; and a one-year history comparing the Portfolio’s net expenses to the peer and category medians. The analyses also compared the Portfolio’s transfer agency, custody, and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Portfolio.

In addition, the Trustees considered the Investment Adviser’s undertaking to waive the management fee paid by the Portfolio and a portion of the management fees paid by certain Underlying Funds and to limit certain expenses of the Portfolio and the Underlying Funds that exceed specified levels. They also noted that the Investment Adviser did not manage other types of accounts having investment objectives and policies similar to those of the Portfolio, and therefore this type of fee comparison was not possible.

In addition, the Trustees noted that shareholders are able to redeem their Portfolio shares at any time if shareholders believe that the Portfolio fees and expenses are too high or if they are dissatisfied with the performance of the Portfolio.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Portfolio. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Portfolio and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and the Portfolio were provided for 2015 and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees noted that, although the Portfolio itself does not have breakpoints in its management fee schedule, any benefits of the breakpoints in the management fee schedules of certain Underlying Funds, when reached, would pass through to the shareholders in the Portfolio at the specified asset levels. The Trustees considered the amounts of assets in the Portfolio; the Portfolio’s recent purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and the profits realized by them; information comparing the fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer group; and the Investment Adviser’s undertaking to limit certain expenses of the Portfolio and Underlying Funds that exceed specified levels. They also considered the services provided to the Portfolio under the Management Agreement and the fees and expenses borne by the Underlying Funds, and determined that the management fees payable by the Portfolio were not duplicative of the management fees paid at the Underlying Fund level.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Portfolio and/or the Underlying Funds as stated above, including: (a) transfer agency fees received by Goldman, Sachs & Co. (“Goldman Sachs”); (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of certain Underlying Funds; (c) research received by the Investment Adviser from broker-dealers in exchange for executing certain transactions on behalf of certain Underlying Funds; (d) trading efficiencies resulting from aggregation of orders of the Underlying Funds with those for other funds or accounts managed by the Investment Adviser; (e) the Investment Adviser’s ability to leverage the infrastructure designed to service the Portfolio on behalf of its other clients; (f) the Investment Adviser’s ability to cross-market other products and services to Portfolio shareholders; (g) Goldman Sachs’ retention of certain fees as Portfolio Distributor; (h) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Portfolio and Underlying Funds; and (i) the possibility that the working relationship between the Investment Adviser and the Portfolio’s and Underlying Funds’ third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Portfolio and Its Shareholders

The Trustees also noted that the Portfolio and/or the Underlying Funds receive certain potential benefits as a result of their relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Underlying Funds with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) with respect to the Underlying Funds, enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) with respect to certain Underlying Funds, the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Portfolio as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Portfolio and the Underlying Funds because of the reputation of the Goldman Sachs organization; (g) the Portfolio’s and Underlying Funds’ access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; and (h) the Portfolio’s access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Portfolio’s shareholders invested in the Portfolio in part because of the Portfolio’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Portfolio were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Portfolio’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Portfolio and its shareholders and that the Management Agreement should be approved and continued with respect to the Portfolio until June 30, 2017.

 

28


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels   Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Portfolio holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Portfolio holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

References to indices, benchmarks or other measures of relative market performance over a specified period of time are provided for your information only and do not imply that the portfolio will achieve similar results. The index composition may not reflect the manner in which a portfolio is constructed. While an adviser seeks to design a portfolio which reflects appropriate risk and return features, portfolio characteristics may deviate from those of the benchmark.

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

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

Diversification does not protect an investor from market risk and does not ensure a profit.

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

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

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Multi-Strategy Alternatives Portfolio.

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

© 2016 Goldman Sachs. All rights reserved.

VITMSASAR-16/58889-TMPL-08/2016/359


Goldman

Sachs Variable Insurance Trust

Goldman Sachs Core Fixed Income Fund

Goldman Sachs Equity Index Fund

Goldman Sachs Growth Opportunities Fund

Goldman Sachs High Quality Floating Rate Fund

 

Semi-Annual Report

June 30, 2016

 

LOGO


MARKET REVIEW

 

Goldman Sachs Variable Insurance Trust Funds

 

Market Review

During the six months ended June 30, 2016 (the “Reporting Period”), the broad U.S. equities and fixed income markets recorded positive returns.

Equity Markets

As the Reporting Period began in January 2016, U.S. equities were embroiled in a global rout, triggered by investor concerns about an intensifying economic slowdown in China and exacerbated by an oil price plunge. Following a December 2015 interest rate hike, the January 2016 Federal Reserve (“Fed”) statement acknowledged these external risks and tightening financial conditions. U.S. equities stabilized in February 2016, as market sentiment improved on the more dovish tone set by global central banks. (Dovish language tends to suggest lower interest rates.) U.S. equities were also supported by stronger economic data, rallying as fourth quarter U.S. Gross Domestic Product (“GDP”) came in above consensus expectations. In March 2016, the Fed kept interest rates on hold and surprised on the dovish side, reducing its forecast to two interest rate hikes in 2016, down from four. Along with receding global economic concerns, we believe this helped to drive a recovery in U.S. equities. Released in March 2016, February 2016 unemployment data came in ahead of market consensus, with unemployment steady at 4.9% in spite of higher participation rates and declining underemployment.

Following the rebound in March 2016, market sentiment appeared to remain sanguine in April 2016, as oil prices rose and China’s economic growth concerns abated. U.S. equities fell near the end of the month as investors were disappointed by a lack of additional stimulus from the Bank of Japan and by a weaker than consensus expected first quarter U.S. GDP rate of 0.5%. Hawkish Fed minutes released in May 2016 temporarily revived market expectations for a Fed interest rate hike in June 2016, but weaker than expected May 2016 payroll data subsequently drove such expectations lower. (Hawkish language tends to suggest higher interest rates; opposite of dovish.) The Fed ultimately held interest rates steady in June 2016 and signaled a slower pace of hikes, acknowledging the slowdown in the labor market. Markets were otherwise dominated in June 2016 by the U.K. referendum on membership in the European Union, popularly known as Brexit. U.S. equities sold off in the global risk-off, or heightened risk averse sentiment in June 2016 following the surprise “leave” result. Markets rebounded in the latter days of the month owing to improving risk sentiment as markets digested the Brexit vote outcome and on dovish remarks from Bank of England Governor Carney.

U.S. equities, as represented by the S&P 500® Index, gained 3.84% during the Reporting Period. Telecommunication services and utilities were the best performing sectors in the S&P 500® Index by a wide margin. Energy and consumer staples also posted double-digit gains. The energy sector was the largest positive contributor to S&P 500® Index returns, as measured by weight times performance. The weakest performing sectors in the S&P 500® Index during the Reporting Period were financials and information technology, the only two to post negative absolute returns, followed by consumer discretionary and health care, which were also weak but generated modestly positive returns during the Reporting Period.

Within the U.S. equity market, there was significant disparity in performance not only among sectors but also among the various capitalization and style segments. While all capitalization segments posted positive returns, mid-cap stocks, as measured by the Russell Midcap® Index, performed best, followed by large-cap stocks, as measured by the Russell 1000® Index, and then, small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, value-oriented stocks significantly outpaced growth-oriented stocks across the capitalization spectrum. Value outperformed relative to growth during the Reporting Period primarily due to weaker performance of the growth-oriented health care sector. (All as measured by the Russell Investments indices.)

Fixed Income Markets

When the Reporting Period began, spread (or non-government bond) sectors retreated, selling off significantly from January to mid-February 2016. The selloff was driven by an increase in a number of perceived risks, such as slowing Chinese economic activity, the possibility of persistent oil oversupply and deteriorating corporate bond fundamentals, as the U.S. credit cycle entered its later stage. Some of these risks eased in the second half of the first calendar quarter, as economic news from China improved, U.S. oil production showed signs of slowing, and commodity prices appeared to stabilize. As a result, spread sectors largely retraced their losses by the end of March 2016. Global central banks remained accommodative. The Bank of Japan, in a surprise move at its January 2016 policy meeting, introduced a -0.1% interest rate, reaffirming its commitment to achieving a 2% inflation target. The European Central Bank shifted its focus from currency depreciation to credit creation by leaving the deposit rate unchanged, expanding its asset purchase program to include purchases of non-financial corporate credit and announcing a new

 

1


MARKET REVIEW

 

series of easing measures in the form of targeted long-term refinancing operations (“TLTRO II”). (TLTRO II is designed to offer attractive long-term funding conditions to Eurozone banks to further ease private sector credit conditions and to stimulate credit creation.) In the U.S., the Fed left interest rates unchanged and reduced its forecast to two rate hikes in 2016 from four. After a sustained period of appreciation, the U.S. dollar weakened during the first quarter of 2016 due to generally tighter financial conditions, mixed U.S. economic data and the Fed’s more dovish commentary.

During the second quarter of 2016, spread sectors rallied on stabilization of commodities prices as well as on declining fears about slowing Chinese economic growth and the potential for a U.S. economic recession. Global interest rates broadly declined amid continued accommodative monetary policy from the world’s central banks. In the U.S., minutes from the Fed’s April 2016 policy meeting, released in mid-May 2016, suggested Fed policymakers might raise interest rates in June 2016 if U.S. economic growth strengthened, employment data firmed and inflation rose toward the Fed’s 2% target. In early June 2016, however, the release of weak May 2016 employment data raised concerns about the health of the U.S. economy, pushing down expectations of a Fed rate hike. Indeed, the Fed did not raise interest rates at its June 2016 policy meeting. In the last week of June 2016, the unexpected “leave” vote in the U.K.’s referendum regarding Brexit renewed investor uncertainty about the path of global economic growth. Spread sectors withstood the Brexit vote relatively well, selling off at first but then recovering most of their losses afterwards. The U.S. dollar strengthened versus most global currencies during the second calendar quarter, though it weakened against the Japanese yen.

For the Reporting Period overall, sovereign emerging markets debt and high yield corporate bonds outperformed U.S Treasuries, followed at some distance by asset-backed securities and investment grade corporate bonds. Commercial mortgage-backed securities, agency securities and mortgage-backed securities generally performed in line with U.S. Treasuries. The U.S. Treasury yield curve, or spectrum of maturities, flattened during the Reporting Period as yields of six months and longer fell. The yield on the bellwether 10-year U.S. Treasury dropped approximately 80 basis points to end the Reporting Period at 1.47%. (A basis point is 1/100th of a percentage point. A flattening yield curve is one wherein the differential in yields between longer-term and shorter-term maturities narrows.)

Looking Ahead

Equity Markets

At the end of the Reporting Period, persistently low economic growth, interest rates and visibility reinforced our expectation for lower than average returns across asset classes for the remainder of 2016. In our view, equities remain relatively attractive in this environment. We believe equities can still generate positive returns for calendar year 2016, driven by earnings growth.

We consider economic and corporate fundamentals to be strongest in the U.S. relative to many other global regions, which we believe should buoy near-term U.S. equity performance. However, valuations increasingly reflect this scenario, which makes stock selection all the more important. We continue to seek what we believe are good investment opportunities with a focus on companies exposed to long-term secular growth trends and/or that are trading at discounts to their intrinsic value.

Overall, we believe many companies could benefit from increasing domestic consumption while being more insulated from currency volatility. We expect the strong U.S. dollar to continue to be a headwind for many globally-exposed companies but believe the consumer remains healthy.

Fixed Income Markets

At the end of the Reporting Period, we expected global economic growth to remain slow. We believed the impact of Brexit would take time to play out, with much of the effects, in our view, coming during 2017. Near term, we expect Brexit to add downside risk to the U.K. and European outlook. In terms of the U.K., we have reduced our forecast for 2016 economic growth from 1.8% to 1.2% and our 2017 forecast down from 2.0% to 0.5%. We also believe there is the potential for the U.K. to experience a recession during the next one to two years. In terms of the European Union, we have revised our 2016 economic growth forecast down from 1.4% to 1.3% and our 2017 forecast down from 1.2% to 0.6%. Our forecasts for the U.S., Japan and China remain unchanged, as we expect Brexit to have limited effects on these economies unless there is broader contagion. We believe the U.S. economy could see some near-term improvement as a number of headwinds fade, including the oil price-driven decline in business investment. That said, we see a growing risk of a U.S. recession in 2017 as tight labor markets put pressure on corporate sector profits. At the end of the Reporting Period, we generally expected inflation to stay low across developed economies.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST – GOLDMAN SACHS CORE FIXED INCOME FUND

 

INVESTMENT OBJECTIVE

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

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Fixed Income Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Core Fixed Income Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated cumulative total returns of 4.95% and 4.82%, respectively. These returns compare to the 5.31% cumulative total return of the Fund’s benchmark, the Barclays U.S. Aggregate Bond Index (the “Barclays Index”), during the same time period.

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

During the Reporting Period, the Fund’s tactical duration and yield curve positioning detracted from its relative performance. Duration is a measure of the Fund’s sensitivity to changes in interest rates. Yield curve indicates a spectrum of maturities. In addition, the Fund’s top-down country strategy hurt relative returns. Early in the Reporting Period, the Fund was hampered by its long positions in the European peripheral countries of Italy and Spain. Later in the Reporting Period, a long position in Canada versus a short position in the U.S. detracted from performance. Our top-down currency strategy, especially the Fund’s short position in the Japanese yen, also dampened results during the Reporting Period.

On the positive side, the Fund benefited from our top-down cross-sector strategy. In our cross-sector strategy, we invest Fund assets across a variety of fixed income sectors, including some that may not be included in the Barclays Index. Additionally, our bottom-up individual issue selection within the corporate bond sector added to results during the Reporting Period.

Which fixed income market sectors most affected Fund performance during the Reporting Period?

During the Reporting Period, overweight positions relative to the Barclays Index in asset-backed securities (“ABS”) and collateralized loan obligations (“CLOs”) bolstered Fund performance. This was offset somewhat by the Fund’s overweight in U.S. corporate bonds, which underperformed early in the Reporting Period as credit spreads (yield differentials to U.S. Treasuries) widened significantly on concerns about U.S. manufacturing weakness.

In terms of individual issue selection, the Fund benefited from its holdings of long-term corporate bonds. In the government/swaps sector, selection of U.S. Treasury inflation protected securities (“TIPS”) was also positive for Fund performance. Offsetting this somewhat was our issue selection among CLOs and external emerging markets debt.

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

Tactical management of the Fund’s duration and yield curve positioning detracted overall from relative returns during the Reporting Period. In particular, the Fund was hurt by its short duration position relative to the Barclays Index as U.S. interest rates fell.

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

As market conditions warranted during the Reporting Period, currency transactions were carried out using primarily over-the-counter (“OTC”) forward foreign exchange contracts. Currency transactions were used as we sought both to enhance returns and to hedge the Fund’s portfolio against currency exchange rate fluctuations. OTC forward foreign exchange contracts detracted from Fund performance during the Reporting Period. In addition, Treasury futures were employed as warranted to facilitate specific duration, yield curve and country strategies. During the Reporting Period, Treasury futures contributed positively to Fund results. Swaptions (options on interest rate swap contracts), which were used to express our interest rate views and to hedge volatility and yield curve risks in the Fund, did not have a meaningful impact on the Fund’s performance during the Reporting Period. Interest rate swaps were used to manage exposure to fluctuations in interest rates. They detracted from Fund performance during the Reporting Period. In addition, the Fund employed credit default swaps to implement specific credit-related investment strategies,

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST – GOLDMAN SACHS CORE FIXED INCOME FUND

 

including management of the Fund’s exposure to credit spreads. Credit default swaps had a negative impact on the Fund’s results during the Reporting Period. Overall, we employ derivatives and similar instruments for the efficient management of the Fund’s portfolio. Derivatives and similar instruments allow us to manage interest rate, credit and currency risks more effectively by allowing us both to hedge and to apply active investment views with greater versatility and to afford greater risk management precision than we would otherwise be able to implement.

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

The Fund began the Reporting Period with a long duration position relative to that of the Barclays Index, which we shifted to a neutral position in February 2016 and then to a short position in March 2016. We maintained this short duration positioning through the end of the Reporting Period because we expected U.S. economic growth to continue improving amid positive inflation and wage data.

Also, at the start of the Reporting Period, we maintained the Fund’s overweight compared to the Barclays Index in corporate credit. We moved to a small underweight within the sector in June 2016 in anticipation of summer seasonal pressures and due to our view that Brexit volatility would cause credit spreads to drift wider. (Brexit refers to the U.K. “leave” vote on membership in the European Union.)

Were there any changes to the Fund’s portfolio management team during the Reporting Period?

There were no changes to the Fund’s portfolio management team during the Reporting Period.

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

At the end of the Reporting Period, the Fund was underweight U.S. government securities compared to the Barclays Index on a market-value weighted basis. It was also underweight mortgage pass-through securities. (Pass-through mortgages consist of a pool of residential mortgage loans, where homeowners’ monthly payments of principal, interest and prepayments pass from the original bank through a government agency or investment bank to investors.) The Fund was overweight investment grade corporate bonds, ABS, agency commercial mortgage obligations, agency mortgage-backed securities and commercial mortgage-backed securities. It was marginally overweight non-agency mortgage-backed securities and emerging markets debt. The Fund was neutral relative to the Barclays Index in quasi-government bonds and covered bonds at the end of the Reporting Period. (Covered bonds are securities created from either mortgage loans or public sector loans.)

 

4


FUND BASICS

 

Core Fixed Income Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      5.56      N/A         N/A         2.81    4/30/13
Service      5.31         4.01      4.66      4.34       1/09/06

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.42      0.74
Service        0.67         0.99   

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

 

5


FUND BASICS

 

FUND COMPOSITION3

 

 

 

 

LOGO

 

 

 

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

 

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

 

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

 

6


GOLDMAN SACHS VARIABLE INSURANCE TRUST – GOLDMAN SACHS EQUITY INDEX FUND

 

INVESTMENT OBJECTIVE

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

 

 

Portfolio Management Discussion and Analysis

Below, SSgA Funds Management, Inc. (“SSgA”), the Fund’s Subadvisor, discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Equity Index Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Service Shares generated a cumulative total return of 3.59%. This return compares to the 3.84% cumulative total return of the Fund’s benchmark, the Standard & Poor’s 500® Index (with dividends reinvested) (the “S&P 500® Index”), during the same time period.

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

Seven of the 10 sectors in the S&P 500® Index advanced during the Reporting Period. In terms of total return, the sectors that made the strongest positive contributions to the S&P 500® Index and to the Fund were telecommunication services, utilities and energy. The largest sector by weighting in the S&P 500® Index at the end of the Reporting Period was information technology at a weighting of 19.77%. The industries with the strongest performance in terms of total return were precious metals; construction materials; casinos/gambling; oil and gas pipelines; and major telecommunications.

On the basis of impact (which takes both total returns and weightings into account), the sectors that made the strongest positive contributions to the S&P 500® Index and to the Fund were consumer staples, energy and utilities. The industries with the strongest performance on the basis of impact were electric utilities, major telecommunications, integrated oil, major pharmaceuticals and industrial conglomerates.

 

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

In terms of total return, during the Reporting Period, the weakest performing sectors were financials, information technology and health care. The weakest performing industries in terms of total return were other pharmaceuticals, airlines, real estate development, generic pharmaceuticals and movies/entertainment.

On the basis of impact, the weakest performing sectors were financials, information technology and health care. The weakest performing industries on the basis of impact were biotechnology, major banks, financial conglomerates, generic pharmaceuticals and telecommunications equipment.

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

On the basis of impact, the stocks that made the strongest positive contribution during the Reporting Period were Exxon Mobil, Verizon Communications, AT&T, Johnson & Johnson and Chevron. The weakest performers were Apple, Allergan, Bank of America, Citigroup and Wells Fargo.

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

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

Were there any changes to the Fund’s portfolio management team during the Reporting Period?

There were no changes to the Fund’s portfolio management team during the Reporting Period.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST – GOLDMAN SACHS EQUITY INDEX FUND

 

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

Twenty-one stocks were removed from the S&P 500® Index during the Reporting Period. They were Airgas, Baxalta, Broadcom, Cablevision Systems, Cameron International, Chubb, Coca-Cola Enterprises, Consol Energy, Ensco, Fossil Group, GameStop, Ingevity, Keurig Green Mountain, Pepco Holdings, Plum Creek Timber, Precision Castparts, SanDisk, Tenet Healthcare, ADT, Time Warner Cable and Vistana Signature Experiences. There were 22 stocks added to the S&P 500® Index during the Reporting Period. They were Acuity Brands, Alaska Air Group, American Water Works, Centene, Citizens Financial Group, Concho Resources, Digital Realty Trust, Extra Space Storage, Federal Realty Investment Trust, Foot Locker, Fortune Brands Home & Security, Arthur J. Gallagher & Co., Global Payments, Hologic, Ingevity, LKQ, TransDigm Group, UDR, Ulta Salon Cosmetics & Fragrance, Under Armour Class C, Vistana Signature Experiences and Willis Group Holdings.

The source of the data included in the above Portfolio Management Discussion and Analysis with respect to the Goldman Sachs Equity Index Fund is FactSet as of 6/30/16.

Characteristics presented are calculated using the month end market value of holdings, except for beta and standard deviation, if shown, which use month end return values. Averages reflect the market weight of securities in the portfolio. Market data, prices, and dividend estimates for characteristics calculations provided by FactSet Research Systems, Inc. All other portfolio data provided by SSGA. Characteristics are as of the date indicated, are subject to change, and should not be relied upon as current thereafter.

Past performance is not a guarantee of future results.

Index returns are unmanaged and do not reflect the deduction of any fees or expenses. Index returns reflect all items of income, gain and loss and the reinvestment of dividends and other income.

SSgA may have or may seek investment management or other business relationships with companies discussed in this material or affiliates of those companies, such as their officers, directors and pension plans.

The views expressed in this material are the views of SSGA’s Global Equity Beta Solutions Team through the period ended June 30, 2016 and are subject to change based on market and other conditions. All information has been obtained from sources believed to be reliable, but its accuracy is not guaranteed. There is no representation or warranty as to the current accuracy, reliability or completeness of, nor liability for, decisions based on such information and it should not be relied on as such. This document contains certain statements that may be deemed forward-looking statements. Please note that any such statements are not guarantees of any future performance and actual results or developments may differ materially from those projected.

 

8


FUND BASICS

 

Equity Index Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Five Years      Ten Years      Since Inception      Inception Date
Service      3.59      11.60      7.08      6.70    1/09/06

 

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

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

EXPENSE RATIOS2

 

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

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 6/30/163

 

Holding      % of Net Assets      Line of Business
Apple, Inc.        2.9%       Technology Hardware & Equipment
Microsoft Corp.        2.2      Software & Services
Exxon Mobil Corp.        2.1      Energy
Johnson & Johnson        1.8      Pharmaceuticals, Biotechnology & Life Sciences
General Electric Co.        1.6      Capital Goods
Amazon.com, Inc.        1.5      Retailing
Berkshire Hathaway, Inc. Class B        1.5      Diversified Financials
AT&T, Inc.        1.5      Telecommunication Services
Facebook, Inc. Class A        1.4      Software & Services
Verizon Communications, Inc.        1.2      Telecommunication Services

 

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

 

9


FUND BASICS

 

FUND VS. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2016

 

 

 

LOGO

 

 

 

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

 

10


GOLDMAN SACHS VARIABLE INSURANCE TRUST – GOLDMAN SACHS GROWTH OPPORTUNITIES FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Growth Investment Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Growth Opportunities Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated cumulative total returns of 2.38% and 2.25%, respectively. These returns compare to the -2.15% cumulative total return of the Fund’s benchmark, the Russell Midcap® Growth Index (with dividends reinvested) (the “Russell Index”), during the same time period.

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

The Fund outperformed the Russell Index during the Reporting Period as a result of stock selection.

Which equity market sectors helped and hurt Fund performance?

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

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

The Fund benefited most relative to the Russell Index from its positions in McCormick, a manufacturer of spices, herbs and flavorings; Ulta Salon, Cosmetics & Fragrances, a beauty products retailer; and Equinix, a data center real estate investment trust (“REIT”).

McCormick was the top positive contributor to the Fund’s relative results during the Reporting Period. Its share price rose in April 2016 after the company walked away from the acquisition of Premier Foods due to the lack of a price agreement, demonstrating, in our view, management discipline. The stock continued to perform well thereafter with the appreciation of its share price accelerating near the end of the Reporting Period on news of strong fiscal second quarter results. At the end of the Reporting Period, we remained optimistic about strong 2016 performance for the stock, as we believe McCormick continues to meet consumer demand for healthy flavor and high quality products through an expanding product pipeline. The Fund maintained a position in the stock at the end of the Reporting Period.

Ulta Salon, Cosmetics & Fragrance was another notable positive contributor to Fund performance during the Reporting Period. After a challenging start to 2016, its share price picked up momentum in early April 2016 after the company issued strong first quarter 2016 earnings, and the stock was added to the S&P 500® Index. The first quarter 2016 results were driven by better than expected margins, revenues and e-commerce growth. In our view, Ulta Salon, Cosmetics & Fragrance is a strong brand that continues to gain recognition. We believe the company has a potential opportunity to grow market share through higher brand awareness, increasing loyalty to existing stores, expansion of new stores and e-commerce. At the end of the Reporting Period, the Fund continued to hold Ulta Salon, Cosmetics & Fragrance.

Equinix was a leading positive contributor to Fund returns during the Reporting Period. Its stock advanced on first quarter 2016 results that beat market expectations for organic revenue growth and earnings growth. Its share price also benefited from a decline in U.S. Treasury yields, given the attractive yield and growth potential of REITs compared to bonds. At the end of the Reporting Period, we believed Equinix had substantial pipeline opportunities, particularly with enterprise customers willing to pay a higher price. We also thought the continued integration of the company’s Telecity Group acquisition and its strategic partnership with Datang Telecom could further increase Equinix’s global presence and strengthen its competitive advantage. In our view, Equinix remains an asset with robust upside to its revenues and free cash flows as it balances organic growth, low leverage and a sound capital structure. Accordingly, we maintained the Fund’s position in Equinix at the end of the Reporting Period.

 

11


GOLDMAN SACHS VARIABLE INSURANCE TRUST – GOLDMAN SACHS GROWTH OPPORTUNITIES FUND

 

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

Leading detractors from the Fund’s relative performance were LinkedIn, an online professional networking service; Restoration Hardware, a home furnishings retailer; and Sensata Technologies, a leading supplier of sensing, electrical, control and power management solutions.

The Fund’s top relative detractor during the Reporting Period was LinkedIn. The company reported solid fourth quarter 2015 results, but its outlook was well below market expectations. Given that the company is a high multiple growth stock in a challenging market environment, its share price fell sharply. At the end of the Reporting Period, we believed there was room for progress in better monetizing LinkedIn’s business model, but we had a positive outlook on the company’s competitive positioning, offering and long-term growth. As a result, the Fund continued to hold LinkedIn at the end of the Reporting Period.

Restoration Hardware was a key detractor from the Fund’s relative performance during the Reporting Period. The company experienced headwinds in an increasingly challenging retail environment, especially relative to the high-end consumer. Restoration Hardware also saw a sequential gross margin decline in markets, such as South America, where currency has been a factor. In early June 2016, the company released first quarter 2016 earnings that were generally in line with market expectations, but the stock fell on news of lower gross margins, a slightly downward adjustment in earnings per share, increased inventory guidance and higher capital expenditures. In our view, its fiscal year 2016 results may be impacted by cost control efforts, including product delays, investments and timing issues. Given the higher costs suggested by its management’s guidance and what we see as lower and rather volatile consumer demand for the company’s products, we decided to exit the Fund’s position in Restoration Hardware during the Reporting Period and reallocate the proceeds to what we consider better risk/reward opportunities.

Another relative detractor from the Fund’s returns was Sensata Technologies. Although the company released earnings in line with expectations for both the fourth quarter of 2015 and first quarter of 2016, the market reacted negatively. Its stock also fell following the announcement that the company’s South Korean subsidiary would be investigated for violations of a law related to subcontractors. At the end of the Reporting Period, we believed Sensata Technologies was a strong growth company that was undervalued. In our opinion, the company continues to drive margin expansion through the successful integration of acquisitions, especially in sensing technology for autonomous driving. At the end of the Reporting Period, we maintained the Fund’s position in its stock.

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

Among the purchases initiated during the Reporting Period, we established a Fund position in off-price retailer Ross Stores. Off-price retailers seek to take advantage of excess inventory from full-price retailers by purchasing goods at a significant discount to their original price. We believe Ross Stores is well positioned within its industry and is attractively valued for a high quality company that has delivered consistent sales and earnings growth over time. In our view, Ross Stores has also provided strong free cash flow and demonstrated a track record of returning capital to shareholders.

We added a Fund position in Sherwin-Williams, which manufactures and distributes paint and coating brands globally. We believe Sherwin-Williams is a strong business franchise with attractive market positioning and a focus on innovative products. In our view, Sherwin-Williams has a solid business model supported by a high quality management team.

In addition to the sale of Restoration Hardware, already mentioned, among notable sales during the Reporting Period was the Fund’s position in LKQ, an American auto parts company. We believe its sales were vulnerable to cyclicality and weather sensitivity. Further, there were longer term concerns, in our view, related to collision avoidance technology, which could have negative implications for LKQ. Therefore, we decided to exit the Fund’s position in the stock in favor of what we considered to be more attractive risk/return opportunities.

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

During the Reporting Period, we reduced the size of the Fund’s underweight position relative to the Russell Index in the financials sector. We increased the Fund’s overweight in telecommunication services and its underweight in consumer discretionary. In addition, we shifted the Fund from a neutral position compared to the Russell Index in consumer staples to an overweight position. We moved from neutral positions in energy and information technology to underweight positions relative to the Russell Index. Also, we shifted the Fund from overweight positions in health care and industrials to neutral positions compared to the Russell Index. In addition, during the Reporting Period, we moved the Fund from an underweight position relative to the Russell Index in the materials sector to a neutral position.

 

12


GOLDMAN SACHS VARIABLE INSURANCE TRUST – GOLDMAN SACHS GROWTH OPPORTUNITIES FUND

 

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

The Fund did not use derivatives or similar instruments within its investment process during the Reporting Period.

Were there any changes to the Fund’s portfolio management team during the Reporting Period?

There were no changes to the Fund’s portfolio management team during the Reporting Period.

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

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

 

13


FUND BASICS

 

Growth Opportunities Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      -4.77      N/A         N/A         8.45    4/30/13
Service      -4.80         9.39      8.89      7.98       1/09/06

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.89      1.14
Service        1.05         1.40   

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 6/30/163

 

Holding      % of Net Assets        Line of Business
Amphenol Corp. Class A        2.6%         Technology Hardware & Equipment
McCormick & Co., Inc.        2.5        Food, Beverage & Tobacco
Equinix, Inc.        2.5        Real Estate Investment Trust
SBA Communications Corp. Class A        2.4        Telecommunication Services
Ross Stores, Inc.        2.4        Retailing
Panera Bread Co. Class A        2.4        Consumer Services
Ulta Salon, Cosmetics & Fragrance, Inc.        2.3        Retailing
Tractor Supply Co.        2.3        Retailing
Fidelity National Information Services, Inc.        2.3        Software & Services
Intuit, Inc.        2.3        Software & Services

 

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

 

14


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2016

 

 

 

LOGO

 

 

 

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

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST – GOLDMAN SACHS HIGH QUALITY FLOATING RATE FUND

 

INVESTMENT OBJECTIVE

The Fund seeks to provide a high level of current income, consistent with low volatility of principal.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Fixed Income Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs High Quality Floating Rate Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Advisor, Institutional and Service Shares generated cumulative total returns of 0.12%, 0.30% and 0.18%, respectively. These returns compare to the 0.15% cumulative total return of the Fund’s benchmark, the Bank of America Merrill Lynch Three-Month U.S. Treasury Bill Index (the “BofA Index”), during the Reporting Period.

We note that the Fund’s benchmark being the BofA Index is a means of emphasizing that the Fund has an unconstrained strategy. That said, this Fund employs a benchmark agnostic strategy and thus comparisons to a benchmark index are not particularly relevant.

What key factors had the greatest impact on the Fund’s performance during the Reporting Period?

During the Reporting Period, our top-down cross-sector strategy added positively to relative performance. In our cross-sector strategy, we invest Fund assets based on a discipline of valuing each fixed income sector in the context of all investment opportunities within the Fund’s universe.

Conversely, the Fund’s tactical duration and U.S. yield curve positioning detracted from results. Duration is a measure of the Fund’s sensitivity to changes in interest rates. Yield curve indicates a spectrum of maturities.

Which fixed income market sectors helped or hurt Fund performance during the Reporting Period?

 

Within our cross-sector strategy, the Fund benefited from its overweight in asset-backed securities (“ABS”) and mortgage-backed securities.

Individual issue selection had a neutral impact on relative performance during the Reporting Period. Selection among government securities added positively to results, while selection among ABS and mortgage-backed securities detracted.

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

Tactical management of the Fund’s duration and yield curve positioning detracted overall from relative returns during the Reporting Period. More specifically, the Fund’s limited exposure to the three-month, five-year and 20-year segments of the U.S. Treasury yield curve hurt performance.

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

We slightly increased the Fund’s short duration position relative to the BofA Index during the Reporting Period. We increased the Fund’s position in the longer-term segments of the U.S. Treasury yield curve and decreased its position in the shorter-term segments. In addition, we increased the Fund’s exposure to government securities and residential mortgage-backed securities.

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

As market conditions warranted, the Fund used U.S. Treasury futures to manage the duration and term structure of the Fund. (Term structure, most often depicted as a yield curve, refers to the term structure of interest rates, which is the relationship between the yield to maturity and the time to maturity for pure discount bonds.) Treasury futures detracted from Fund performance during the Reporting Period.

 

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST – GOLDMAN SACHS HIGH QUALITY FLOATING RATE FUND

 

Were there any changes to the Fund’s portfolio management team during the Reporting Period?

On February 11, 2016, co-portfolio manager James McCarthy announced his intention to retire from the firm and, as of that date, he no longer had portfolio management responsibilities for the Fund. Effective February 11, 2016, joining Dave Fishman, portfolio manager and head of the Fund’s global liquidity management strategy, were John Olivo, head of the Fund’s short duration strategy, and Matthew Kaiser. By design, the portfolio management team is organized into a series of specialist teams which focus on generating and implementing investment ideas within their area of expertise. Both top-down and bottom-up decisions are made by these small strategy teams, rather than by one portfolio manager or committee. Ultimate accountability for the portfolio resides with the portfolio managers, who set the long-term risk budget and oversee the portfolio construction process.

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

At the end of the Reporting Period, the Fund had very little exposure to U.S. government securities, which represent 100% of the BofA Index. The Fund had positions in ABS, U.S. and non-U.S. residential mortgage-backed securities, agency adjustable-rate mortgage-backed securities, agency collateralized mortgage obligations, mortgage pass-through securities and commercial mortgage-backed securities, none of which are represented in the BofA Index. Pass-through mortgages consist of a pool of residential mortgage loans, where homeowners’ monthly payments of principal, interest and prepayments pass from the original bank through a government agency or investment bank to investors.

 

17


FUND BASICS

 

High Quality Floating Rate Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      -0.04      N/A         N/A         0.25    4/30/13
Service      -0.29         1.44      3.53      3.32       1/09/06
Advisor      -0.40         N/A         N/A         -0.31       10/15/14

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.39      0.82
Service        0.65         1.06   
Advisor        0.79         1.26   

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectus for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

 

18


FUND BASICS

 

FUND COMPOSITION3

 

 

 

 

LOGO

 

 

 

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

 

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

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Index Definitions

Barclays U.S. Aggregate Bond Index is a broad based index that follows the U.S. dollar denominated investment grade fixed rate taxable bond market. It includes U.S. Treasuries, agency and corporate securities, mortgage-backed securities, asset-backed securities and commercial mortgage-backed securities.

The S&P 500® Index is a U.S. stock market index based on the market capitalizations of 500 large companies having common stock listed on the New York Stock Exchange or NASDAQ. The S&P 500® Index components and their weightings are determined by S&P Dow Jones Indices.

Russell Midcap® Index measures the performance of the mid-cap segment of the U.S. equity universe. The Russell Midcap® Index is a subset of the Russell 1000® Index. The Russell Midcap® Index includes approximately 800 of the smallest securities based on a combination of their market cap and current index membership. The Russell Midcap® Index represents approximately 31% of the total market capitalization of the Russell 1000® Index companies. The Russell Midcap® Index is constructed to provide a comprehensive and unbiased barometer for the mid-cap segment. The Russell Midcap® Index is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true mid-cap opportunity set.

Russell Midcap® Growth Index is an unmanaged index that measures the performance of those companies in the Russell Midcap® Index with higher price-to-book ratios and higher forecasted growth values. Its figures do not reflect any deduction for fees, expenses or taxes.

Russell 1000® Index measures the performance of the large-cap segment of the U.S. equity universe. The Russell 1000® Index is a subset of the Russell 3000® Index and includes approximately 1000 of the largest securities based on a combination of their market cap and current index membership. The Russell 1000® Index represents approximately 92% of the U.S. market. The Russell 1000® Index is constructed to provide a comprehensive and unbiased barometer for the large-cap segment and is completely reconstituted annually to ensure new and growing equities are reflected.

Russell 2000® Index measures the performance of the small-cap segment of the U.S. equity universe. The Russell 2000® Index is a subset of the Russell 3000® Index representing approximately 10% of the total market capitalization of that index. The Russell 2000® Index includes approximately 2000 of the smallest securities based on a combination of their market cap and current index membership. The Russell 2000® Index is constructed to provide a comprehensive and unbiased small-cap barometer and is completely reconstituted annually to ensure larger stocks do not distort the performance and characteristics of the true small-cap opportunity set.

Bank of America Merrill Lynch Three-Month U.S. Treasury Bill Index is an unmanaged market index of U.S. Treasury securities maturing in 90 days that assumes reinvestment of all income. It is composed of a single issue purchased at the beginning of the month and held for a full month. At the end of the month that issue is sold and rolled into a newly selected issue. The issue selected at each month-end rebalancing is the outstanding U.S. Treasury Bill that matures closest to, but not beyond, three months from the rebalancing date. To qualify for selection, an issue must have settled on or before the month-end rebalancing date. While the index will often hold the U.S. Treasury Bill issued at the most recent three-month auction, it is also possible for a seasoned six-month U.S. Treasury Bill to be selected.

 

20


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Principal

Amount

    Interest
Rate
    Maturity
Date
    Value  
  Corporate Obligations – 31.1%   

 

Automobiles & Components – 0.5%

  

 

Ford Motor Credit Co. LLC

  

$ 475,000        5.875     08/02/21      $ 547,065   

 

 

 

 

Banks – 8.4%

  

 

American Express Co.(a)

  

  75,000        3.625        12/05/24        77,072   
  250,000        6.800 (b)      09/01/66        249,375   

 

Banco Bilbao Vizcaya Argentaria SA

  

  300,000        3.000        10/20/20        307,126   

 

Bank of America Corp.

  

  100,000        5.700        01/24/22        115,596   
  225,000        4.125        01/22/24        242,881   
  275,000        4.000        04/01/24        293,993   

 

BNP Paribas SA

  

  275,000        2.375        05/21/20        279,406   

 

Compass Bank(a)

  

  375,000        2.750        09/29/19        370,339   

 

Credit Suisse Group Funding Guernsey Ltd.(c)

  

  400,000        3.125        12/10/20        399,338   

 

Credit Suisse New York

  

  325,000        2.300        05/28/19        329,534   

 

Discover Financial Services(a)

  

  225,000        3.750        03/04/25        225,899   

 

HSBC Holdings PLC

  

  225,000        3.400        03/08/21        231,734   

 

ING Bank NV(a)(b)

  

  325,000        4.125        11/21/23        329,518   

 

Intesa Sanpaolo SpA

  

  350,000        2.375        01/13/17        351,309   
  350,000        3.875        01/16/18        358,880   

 

JPMorgan Chase & Co.

  

  450,000        4.400        07/22/20        489,418   
  275,000        2.700 (a)      05/18/23        275,891   

 

JPMorgan Chase & Co. Series Z(a)(b)

  

  250,000        5.300        12/29/49        249,375   

 

KBC Bank NV(a)(b)

  

  200,000        8.000        01/25/23        212,000   

 

KeyCorp

  

  400,000        2.900        09/15/20        412,892   

 

Lloyds Bank PLC

  

  175,000        2.300        11/27/18        175,849   

 

Macquarie Bank Ltd.(c)

  

  150,000        6.625        04/07/21        173,403   

 

Mizuho Bank Ltd.(c)

  

  200,000        2.550        03/17/17        201,758   

 

Morgan Stanley

  

  650,000        3.700        10/23/24        683,509   

 

Morgan Stanley Series F

  

  100,000        3.875        04/29/24        106,461   

 

PNC Preferred Funding Trust II(a)(b)(c)

  

  200,000        1.875        03/29/49        176,000   

 

Regions Bank

  

  250,000        7.500        05/15/18        273,719   

 

Royal Bank of Scotland Group PLC

  

  100,000        5.125        05/28/24        97,359   

 

 

 
  Corporate Obligations – (continued)   

 

Banks – (continued)

  

 

Royal Bank of Scotland PLC(a)(b)

  

$ 100,000        9.500     03/16/22      $ 104,133   

 

Santander Bank NA(a)

  

  250,000        2.000        01/12/18        249,282   

 

Santander UK PLC(c)

  

  500,000        5.000        11/07/23        513,250   

 

Synchrony Financial(a)

  

  350,000        2.600        01/15/19        353,286   

 

The Bank of Tokyo-Mitsubishi UFJ Ltd.(c)

  

  300,000        2.150        09/14/18        303,172   

 

UBS Group Funding Jersey Ltd.(c)

  

  350,000        3.000        04/15/21        356,983   
     

 

 

 
        9,569,740   

 

 

 

 

Consumer Services(a) – 0.3%

  

 

Marriott International, Inc.

  

  125,000        2.875        03/01/21        128,852   
  250,000        2.300        01/15/22        251,726   
     

 

 

 
        380,578   

 

 

 

 

Diversified Financials – 0.3%

  

 

General Motors Financial Co., Inc.

  

  125,000        3.250        05/15/18        127,591   
  175,000        3.500        07/10/19        181,080   
     

 

 

 
        308,671   

 

 

 

 

Diversified Manufacturing(a) – 0.1%

  

 

Roper Technologies, Inc.

  

  125,000        3.000        12/15/20        129,704   

 

 

 

 

Electric – 1.3%

  

 

Emera US Finance LP(a)(c)

  

  125,000        2.700        06/15/21        126,112   

 

Florida Power & Light Co.(a)

  

  193,000        4.125        02/01/42        217,711   

 

Pacific Gas & Electric Co.(a)

  

  100,000        3.500        06/15/25        108,480   

 

Progress Energy, Inc.

  

  350,000        7.000        10/30/31        472,134   

 

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

  

  150,000        6.974        06/01/67        127,313   

 

Southern California Edison Co.(a)

  

  175,000        4.050        03/15/42        191,488   

 

The Southern Co.(a)

  

  225,000        2.350        07/01/21        229,250   
     

 

 

 
        1,472,488   

 

 

 

 

Energy – 1.6%

  

 

Anadarko Petroleum Corp.

  

  35,000        3.450 (a)      07/15/24        34,171   
  100,000        6.450        09/15/36        113,945   

 

Apache Corp.(a)

  

  50,000        2.625        01/15/23        48,765   
  150,000        4.250        01/15/44        143,768   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   21


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

Principal

Amount

    Interest
Rate
    Maturity
Date
    Value  
  Corporate Obligations – (continued)   

 

Energy – (continued)

  

 

ConocoPhillips Co.(a)

  

$ 150,000        3.350     11/15/24      $ 154,368   
  50,000        4.950        03/15/26        56,548   
  100,000        4.150        11/15/34        99,808   

 

Devon Energy Corp.(a)

  

  25,000        4.000        07/15/21        25,250   
  75,000        5.600        07/15/41        71,932   
  80,000        4.750        05/15/42        71,111   

 

Dolphin Energy Ltd.(c)

  

  50,880        5.888        06/15/19        54,314   

 

Energy Transfer Partners LP(a)

  

  75,000        4.750        01/15/26        77,249   

 

Kinder Morgan Energy Partners LP(a)

  

  50,000        5.400        09/01/44        49,179   

 

Kinder Morgan, Inc.(a)

  

  175,000        3.050        12/01/19        176,354   

 

Occidental Petroleum Corp.(a)

  

  200,000        3.400        04/15/26        210,080   

 

Petroleos Mexicanos

  

  30,000        5.500 (c)      02/04/19        31,575   
  60,000        6.375 (c)      02/04/21        65,238   
  50,000        6.875 (c)      08/04/26        55,615   
  20,000        5.500        06/27/44        18,000   
  70,000        5.625        01/23/46        63,805   

 

Pioneer Natural Resources Co.(a)

  

  125,000        3.450        01/15/21        128,883   

 

Valero Energy Corp.

  

  100,000        3.650        03/15/25        100,038   
     

 

 

 
        1,849,996   

 

 

 

 

Food & Beverage – 2.4%

  

 

Anheuser-Busch InBev Finance, Inc.(a)

  

  675,000        2.650        02/01/21        699,547   
  525,000        3.650        02/01/26        562,579   
  75,000        4.900        02/01/46        87,757   

 

Kraft Heinz Foods Co.(a)(c)

  

  100,000        2.800        07/02/20        103,693   
  175,000        3.950        07/15/25        190,198   
  225,000        4.375        06/01/46        237,695   

 

Molson Coors Brewing Co.(a)

  

  50,000        2.100        07/15/21        50,246   
  75,000        3.000        07/15/26        75,036   

 

Pernod-Ricard SA(c)

  

  375,000        4.450        01/15/22        413,176   

 

Suntory Holdings Ltd.(c)

  

  275,000        2.550        09/29/19        280,252   
     

 

 

 
        2,700,179   

 

 

 

 

Food & Staples Retailing(a) – 1.1%

  

 

CVS Health Corp.

  

  125,000        2.800        07/20/20        129,744   
  125,000        4.125        05/15/21        136,760   
  225,000        3.500        07/20/22        241,134   
  89,000        3.875        07/20/25        98,141   
  375,000        2.875        06/01/26        382,981   

 

 

 
  Corporate Obligations – (continued)   

 

Food & Staples Retailing(a) – (continued)

  

 

Walgreens Boots Alliance, Inc.

  

$ 125,000        2.600     06/01/21      $ 127,137   
  125,000        3.450        06/01/26        128,060   
     

 

 

 
        1,243,957   

 

 

 

 

Health Care Equipment & Services – 0.9%

  

 

Aetna, Inc.(a)

  

  100,000        2.400        06/15/21        102,387   
  75,000        2.800        06/15/23        76,789   

 

Becton Dickinson and Co.

  

  200,000        2.675        12/15/19        205,260   

 

Cigna Corp.(a)

  

  150,000        3.250        04/15/25        152,870   

 

Medtronic, Inc.

  

  75,000        2.500        03/15/20        77,514   
  150,000        3.150        03/15/22        159,381   

 

Stryker Corp.(a)

  

  50,000        2.625        03/15/21        51,720   
  125,000        3.375        11/01/25        131,300   

 

UnitedHealth Group, Inc.

  

  100,000        4.625        07/15/35        116,070   
     

 

 

 
        1,073,291   

 

 

 

 

Healthcare – 0.1%

  

 

Dentsply Sirona, Inc.

  

  125,000        2.750        08/15/16        125,227   

 

 

 

 

Life Insurance – 0.5%

  

 

American International Group, Inc.(a)

  

  50,000        3.750        07/10/25        50,960   
  25,000        4.500        07/16/44        24,282   

 

Reliance Standard Life Global Funding II(c)

  

  225,000        2.500        01/15/20        228,338   

 

The Northwestern Mutual Life Insurance Co.(c)

  

  200,000        6.063        03/30/40        255,827   
     

 

 

 
        559,407   

 

 

 

 

Materials – 0.1%

  

 

Ecolab, Inc.

  

  100,000        5.500        12/08/41        123,528   

 

 

 

 

Media – 0.8%

  

 

21st Century Fox America, Inc.(a)

  

  75,000        3.700        09/15/24        80,926   

 

CCO Safari II LLC(a)(c)

  

  25,000        3.579        07/23/20        26,127   
  200,000        4.908        07/23/25        218,275   

 

Comcast Corp.(a)

  

  400,000        3.375        08/15/25        430,526   

 

Time Warner Cable, Inc.

  

  50,000        5.000        02/01/20        54,374   
  25,000        7.300        07/01/38        31,279   
  25,000        5.875 (a)      11/15/40        27,236   

 

Time Warner, Inc.(a)

  

  25,000        3.875        01/15/26        26,943   
     

 

 

 
        895,686   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Principal

Amount

    Interest
Rate
    Maturity
Date
    Value  
  Corporate Obligations – (continued)   

 

Metals and Mining – 0.3%

  

 

Glencore Finance Canada Ltd.(c)

  

$ 350,000        2.700     10/25/17      $ 348,688   

 

Glencore Funding LLC(c)

  

  50,000        2.500        01/15/19        48,062   
     

 

 

 
        396,750   

 

 

 

 

Noncaptive-Financial – 0.3%

  

 

Capital One Financial Corp.(a)

  

  200,000        4.200        10/29/25        204,455   

 

International Lease Finance Corp.(c)

  

  150,000        7.125        09/01/18        164,250   
     

 

 

 
        368,705   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 2.1%

  

 

AbbVie, Inc.(a)

  

  225,000        2.500        05/14/20        229,371   
  75,000        2.300        05/14/21        75,526   
  25,000        3.200        05/14/26        25,302   

 

Actavis Funding SCS

  

  225,000        2.350        03/12/18        227,541   
  50,000        3.450 (a)      03/15/22        51,618   
  160,000        3.800 (a)      03/15/25        166,528   
  125,000        4.850 (a)      06/15/44        131,550   

 

Bayer US Finance LLC(c)

  

  400,000        3.000        10/08/21        417,703   

 

EMD Finance LLC(a)(c)

  

  375,000        2.950        03/19/22        384,207   

 

Forest Laboratories LLC(a)(c)

  

  325,000        4.375        02/01/19        342,791   
  100,000        5.000        12/15/21        111,913   

 

Thermo Fisher Scientific, Inc.(a)

  

  175,000        3.000        04/15/23        178,195   
  100,000        3.650        12/15/25        104,832   
     

 

 

 
        2,447,077   

 

 

 

 

Pipelines(a) – 0.9%

  

 

Columbia Pipeline Group, Inc.

  

  100,000        3.300        06/01/20        103,500   

 

Enbridge, Inc.

  

  50,000        3.500        06/10/24        47,675   

 

EnLink Midstream Partners LP

  

  175,000        4.150        06/01/25        161,311   

 

Enterprise Products Operating LLC

  

  25,000        3.350        03/15/23        25,592   

 

Enterprise Products Operating LLC Series A(b)

  

  450,000        8.375        08/01/66        396,473   

 

Sunoco Logistics Partners Operations LP

  

  50,000        4.250        04/01/24        50,177   

 

Western Gas Partners LP

  

  100,000        3.950        06/01/25        94,167   

 

Williams Partners LP

  

  175,000        3.900        01/15/25        159,906   
     

 

 

 
        1,038,801   

 

 

 
  Corporate Obligations – (continued)   

 

Property/Casualty Insurance(a)(b) – 0.1%

  

 

The Chubb Corp.

  

$ 125,000        6.375     04/15/37      $ 108,750   

 

 

 

 

Real Estate Development(a) – 0.1%

  

 

MDC Holdings, Inc.

  

  150,000        5.500        01/15/24        149,162   

 

 

 

 

Real Estate Investment Trusts – 2.5%

  

 

American Campus Communities Operating Partnership LP(a)

  

  275,000        4.125        07/01/24        291,488   

 

Brixmor Operating Partnership LP(a)

  

  75,000        3.850        02/01/25        74,925   

 

Camden Property Trust

  

  325,000        5.700        05/15/17        336,171   

 

CubeSmart LP(a)

  

  125,000        4.000        11/15/25        132,915   

 

DDR Corp.

  

  375,000        7.500        04/01/17        390,920   

 

HCP, Inc.

  

  275,000        6.000        01/30/17        282,200   
  25,000        2.625 (a)      02/01/20        25,191   

 

Healthcare Realty Trust, Inc.

  

  350,000        5.750        01/15/21        390,320   

 

Healthcare Trust of America Holdings LP(a)

  

  100,000        3.375        07/15/21        102,306   

 

National Retail Properties, Inc.(a)

  

  125,000        4.000        11/15/25        132,407   

 

Select Income REIT(a)

  

  50,000        2.850        02/01/18        50,372   
  75,000        3.600        02/01/20        76,197   

 

Ventas Realty LP(a)

  

  125,000        3.500        02/01/25        128,054   

 

Welltower, Inc.

  

  375,000        2.250        03/15/18        378,501   
     

 

 

 
        2,791,967   

 

 

 

 

Retailing(a) – 0.2%

  

 

The Priceline Group, Inc.

  

  200,000        3.600        06/01/26        206,365   

 

 

 

 

Software & Services(a) – 0.4%

  

 

Fidelity National Information Services, Inc.

  

  250,000        3.625        10/15/20        264,285   

 

Fiserv, Inc.

  

  150,000        2.700        06/01/20        155,007   
     

 

 

 
        419,292   

 

 

 

 

Technology – 0.4%

  

 

Amphenol Corp.(a)

  

  125,000        3.125        09/15/21        129,557   

 

Cisco Systems, Inc.

  

  100,000        2.200        02/28/21        102,751   

 

Intel Corp.(a)

  

  200,000        3.700        07/29/25        223,709   
     

 

 

 
        456,017   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   23


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

Principal

Amount

    Interest
Rate
    Maturity
Date
    Value  
  Corporate Obligations – (continued)   

 

Technology Hardware & Equipment(a)(c) – 0.1%

  

 

Hewlett Packard Enterprise Co.

  

$ 125,000        4.900     10/15/25      $ 130,050   

 

 

 

 

Tobacco – 1.6%

  

 

BAT International Finance PLC(c)

  

  400,000        3.950        06/15/25        445,155   

 

Imperial Brands Finance PLC(c)

  

  400,000        2.050        02/11/18        403,469   

 

Philip Morris International, Inc.(a)

  

  125,000        2.750        02/25/26        128,510   

 

Reynolds American, Inc.(a)

  

  775,000        4.450        06/12/25        864,606   
     

 

 

 
        1,841,740   

 

 

 

 

Transportation(c) – 0.5%

  

 

ERAC USA Finance LLC

  

  350,000        2.350        10/15/19        356,608   

 

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

  

  200,000        3.375        02/01/22        203,958   
     

 

 

 
        560,566   

 

 

 

 

Wireless Telecommunications – 2.8%

  

 

American Tower Corp.

  

  75,000        3.300 (a)      02/15/21        78,074   
  125,000        4.700        03/15/22        137,890   

 

AT&T, Inc.

  

  250,000        3.800        03/15/22        266,284   
  50,000        4.450 (a)      04/01/24        54,681   
  100,000        3.400 (a)      05/15/25        101,994   

 

Verizon Communications, Inc.

  

  607,000        2.625        02/21/20        627,487   
  850,000        4.500        09/15/20        943,812   
  800,000        5.150        09/15/23        931,268   
     

 

 

 
        3,141,490   

 

 

 

 

Wirelines Telecommunications – 0.4%

  

 

Telefonica Emisiones SAU

  

  175,000        3.192        04/27/18        179,848   
  225,000        5.462        02/16/21        256,412   
     

 

 

 
        436,260   

 

 

 
  TOTAL CORPORATE OBLIGATIONS   
  (Cost $34,168,627)      $ 35,472,509   

 

 

 
  Mortgage-Backed Obligations – 30.9%   

 

Adjustable Rate Non-Agency(a)(b) – 0.5%

  

 

Countrywide Alternative Loan Trust Series 2005-38, Class A1

  

$ 132,902        1.937     09/25/35      $ 116,965   

 

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

  

  235,566        0.723        12/25/35        207,027   

 
 

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

  
  

  289,373        1.287        12/25/46        215,364   
     

 

 

 
        539,356   

 

 

 
  Mortgage-Backed Obligations – (continued)   

 

Collateralized Mortgage Obligations – 6.4%

  

 

Agency Multi-Family – 4.6%

  

 
 

FHLMC Multifamily Structured Pass-Through Certificates
Series K031, Class A2(b)

  
  

$ 300,000        3.300     04/25/23      $ 329,071   

 
 

FHLMC Multifamily Structured Pass-Through Certificates
Series K714, Class A2(b)

  
  

  300,000        3.034        10/25/20        319,457   

 

FNMA

  

  356,918        2.800        03/01/18        362,008   
  1,016,998        3.740        05/01/18        1,046,212   
  320,000        3.840        05/01/18        329,708   
  800,000        4.506        06/01/19        837,009   
  161,766        3.416        10/01/20        173,850   
  168,595        3.619        12/01/20        181,967   
  864,980        3.762        12/01/20        937,853   
  358,478        4.380        06/01/21        398,672   

 

FNMA ACES Series 2012-M8, Class A2

  

  100,000        2.349        05/25/22        103,200   

 

FNMA ACES Series 2012-M8, Class ASQ2

  

  71,530        1.520        12/25/19        71,842   

 

GNMA

  

  119,456        3.950        07/15/25        130,178   
     

 

 

 
        5,221,027   

 

 

 

 

Regular Floater(a)(b) – 1.4%

  

 

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

  

  62,184        0.867        09/20/66        59,437   

 

Aire Valley Mortgages PLC Series 2006-1X, Class 2A1

  

EUR 176,765        0.036        09/20/66        189,279   

 

Connecticut Avenue Securities Series 2014-C03, Class 1M1

  

$ 28,671        1.653        07/25/24        28,667   

 

FNMA REMIC Series 2016-33, Class PF

  

  1,088,752        0.953        06/25/46        1,084,122   

 

Leek Finance Number Eighteen PLC Series 18X, Class A2B

  

  165,776        0.904        09/21/38        176,654   

 

Leek Finance Number Eighteen PLC Series 18X, Class A2C

  

EUR 41,444        0.000        09/21/38        49,030   
     

 

 

 
        1,587,189   

 

 

 

 

Sequential Fixed Rate – 0.4%

  

 

FNMA REMIC Series 2012-111, Class B

  

$ 26,359        7.000        10/25/42        30,516   

 

FNMA REMIC Series 2012-153, Class B

  

  66,993        7.000        07/25/42        79,092   

 
 

National Credit Union Administration Guaranteed Notes
Series A4

  
  

  300,000        3.000        06/12/19        317,685   
     

 

 

 
        427,293   

 

 

 
 
 
TOTAL COLLATERALIZED MORTGAGE
OBLIGATIONS
  
  
  $ 7,235,509   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

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

 

Commercial Mortgage-Backed Securities – 1.9%

  

 

Sequential Fixed Rate(b) – 1.9%

  

 
 

Banc of America Commercial Mortgage Trust Series 2007-4,
Class A1A

  
  

$ 312,171        5.774     02/10/51      $ 322,407   

 

FREMF Mortgage Trust Series 2014-K40, Class C(a)(c)(d)

  

  100,000        4.208        11/25/47        91,961   

 

FREMF Mortgage Trust Series 2014-K41, Class B(a)(c)

  

  100,000        3.961        11/25/47        98,436   

 

GS Mortgage Securities Trust Series 2007-GG10, Class A1A(d)

  

  599,350        5.988        08/10/45        616,870   

 

GS Mortgage Securities Trust Series 2007-GG10, Class A4(d)

  

  261,675        5.988        08/10/45        268,109   

 
 

JP Morgan Chase Commercial Mortgage Securities Trust
Series 2006-CB15, Class A1A

  
  

  112,699        5.811        06/12/43        112,614   

 
 

JP Morgan Chase Commercial Mortgage Securities Trust
Series 2007-CB19, Class A1A(d)

  
  

  250,832        5.887        02/12/49        257,263   

 
 

Wachovia Bank Commercial Mortgage Trust Series 2007-C34,
Class A1A

  
  

  453,260        5.608        05/15/46        461,894   

 

 

 
 
 
TOTAL COMMERCIAL
MORTGAGE-BACKED SECURITIES
  
  
  $ 2,229,554   

 

 

 

 

Federal Agencies – 22.1%

  

 

Adjustable Rate FHLMC(b) – 0.5%

  

$ 536,023        2.500     09/01/35      $ 567,207   

 

 

 

 

Adjustable Rate FNMA(b) – 1.0%

  

  249,476        2.604        05/01/33        258,766   
  449,603        2.833        05/01/35        475,907   
  356,884        2.889        09/01/35        380,135   
     

 

 

 
        1,114,808   

 

 

 

 

FHLMC – 4.3%

  

  41,521        5.500        02/01/18        42,786   
  4,201        5.500        04/01/18        4,323   
  1,909        4.500        09/01/18        1,967   
  5,609        5.500        09/01/18        5,839   
  44        9.500        08/01/19        44   
  21        9.500        08/01/20        23   
  38,932        6.500        10/01/20        44,854   
  8,991        4.500        07/01/24        9,721   
  47,743        4.500        11/01/24        51,794   
  11,009        4.500        12/01/24        11,920   
  10,218        6.000        03/01/29        11,605   
  159        6.000        04/01/29        180   
  12,115        7.500        12/01/29        13,770   
  126,142        7.000        05/01/32        150,000   
  199        6.000        08/01/32        231   
  74,389        7.000        12/01/32        88,570   
  4,622        5.000        10/01/33        5,126   
  6,519        5.000        07/01/35        7,226   
  8,766        5.000        12/01/35        9,981   
  72,338        5.500        01/01/37        80,790   

 

 

 
  Mortgage-Backed Obligations – (continued)   

 

FHLMC – (continued)

  

$ 2,163        5.000     03/01/38      $ 2,387   
  128,724        7.000        02/01/39        151,994   
  4,267        5.000        06/01/41        4,734   
  1,731,105        3.500        04/01/43        1,835,783   
  990,325        3.500        04/01/46        1,055,161   
  1,196,446        3.500        05/01/46        1,274,776   
     

 

 

 
        4,865,585   

 

 

 

 

FNMA – 7.4%

  

  582        6.500        09/01/16        583   
  1,253        6.500        11/01/16        1,257   
  130        7.500        04/01/17        131   
  48,634        5.500        02/01/18        50,183   
  49,633        5.000        05/01/18        51,109   
  5,052        6.500        08/01/18        5,820   
  32,600        7.000        08/01/18        33,778   
  1,010        5.000        06/01/23        1,066   
  97,329        5.500        09/01/23        106,301   
  26,532        5.500        10/01/23        29,107   
  1,246        6.000        12/01/23        1,423   
  6,393        4.500        07/01/24        6,932   
  120,551        4.500        11/01/24        130,834   
  50,145        4.500        12/01/24        54,467   
  65        7.000        07/01/25        76   
  13,679        9.000        11/01/25        16,198   
  39,698        7.000        08/01/26        46,160   
  668        7.000        08/01/27        791   
  5,198        7.000        09/01/27        5,782   
  141        7.000        01/01/28        166   
  3,210        6.000        01/01/29        3,665   
  76,620        6.000        02/01/29        88,451   
  70,677        6.000        06/01/29        81,598   
  24,167        8.000        10/01/29        29,625   
  6,520        7.000        12/01/29        7,805   
  1,327        8.500        04/01/30        1,653   
  2,471        8.000        05/01/30        2,886   
  263        8.500        06/01/30        295   
  7,471        7.000        05/01/32        9,015   
  59,415        7.000        06/01/32        70,637   
  75,269        7.000        08/01/32        89,717   
  12,137        8.000        08/01/32        13,373   
  3,242        5.000        08/01/33        3,636   
  837        5.500        09/01/33        952   
  1,026        5.500        02/01/34        1,166   
  198        5.500        04/01/34        226   
  7,572        5.500        12/01/34        8,618   
  31,384        5.000        04/01/35        35,735   
  59,222        6.000        04/01/35        68,504   
  1,347        5.500        09/01/35        1,540   
  122,082        6.000        10/01/35        139,764   
  298,110        6.000        09/01/36        341,288   
  91        5.500        02/01/37        104   
  201        5.500        04/01/37        228   
  62        5.500        05/01/37        71   

 

 

 

 

The accompanying notes are an integral part of these financial statements.   25


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

Principal

Amount

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

 

FNMA – (continued)

  

$ 194,312        5.500     08/01/37      $ 218,869   
  250        5.500        03/01/38        284   
  222        5.500        06/01/38        253   
  212        5.500        07/01/38        241   
  195        5.500        08/01/38        222   
  200        5.500        09/01/38        227   
  2,618        5.500        10/01/38        2,974   
  61        5.500        12/01/38        70   
  139,732        5.000        01/01/39        159,089   
  82,969        7.000        03/01/39        97,996   
  277,031        6.000        05/01/39        316,411   
  20,508        4.500        08/01/39        22,917   
  60,926        3.000        01/01/43        63,886   
  244,678        3.000        03/01/43        256,568   
  340,539        3.000        04/01/43        357,087   
  256,507        3.000        05/01/43        268,972   
  930,269        3.500        07/01/43        982,477   
  901,408        3.500        05/01/46        961,091   
  1,000,000        3.000        TBA-30yr (e)      1,035,742   
  2,000,000        4.000        TBA-30yr (e)      2,144,375   
     

 

 

 
        8,432,467   

 

 

 

 

GNMA – 8.9%

  

  2,278        7.000        10/15/25        2,335   
  7,883        7.000        11/15/25        8,650   
  1,337        7.000        02/15/26        1,384   
  6,603        7.000        04/15/26        7,518   
  3,391        7.000        03/15/27        4,031   
  57,361        7.000        11/15/27        66,994   
  502        7.000        01/15/28        570   
  19,569        7.000        02/15/28        21,834   
  2,967        7.000        03/15/28        3,441   
  1,073        7.000        04/15/28        1,285   
  342        7.000        05/15/28        402   
  4,754        7.000        06/15/28        5,667   
  10,124        7.000        07/15/28        12,045   
  14,188        7.000        09/15/28        17,030   
  2,389        7.000        11/15/28        2,863   
  3,145        7.500        11/15/30        3,157   
  185,919        6.000        08/20/34        219,490   
  200,826        5.000        06/15/40        225,221   
  2,777,187        4.000        08/20/45        2,969,095   
  1,185,153        4.000        03/20/46        1,271,864   
  1,994,674        4.000        05/20/46        2,144,353   
  3,000,000        4.000        TBA-30yr (e)      3,207,187   
     

 

 

 
        10,196,416   

 

 

 
  TOTAL FEDERAL AGENCIES      $ 25,176,483   

 

 

 
  TOTAL MORTGAGE-BACKED OBLIGATIONS   
  (Cost $34,596,453)      $ 35,180,902   

 

 

 
  Agency Debentures – 2.3%   

 

FHLB

  

$ 600,000        2.125     06/09/23      $ 626,411   
  100,000        3.375        12/08/23        111,886   

 

FNMA

  

  400,000        6.250        05/15/29        582,273   

 

Tennessee Valley Authority

  

  500,000        3.875        02/15/21        560,236   
  500,000        5.375        04/01/56        693,585   

 

 

 
  TOTAL AGENCY DEBENTURES   
  (Cost $2,268,830)      $ 2,574,391   

 

 

 
  Asset-Backed Securities(b) – 7.7%   

 

Collateralized Loan Obligations – 3.6%

  

 

Aberdeen Loan Funding Ltd. Series 2008-1A, Class A(a)(c)

  

$ 220,219        1.287     11/01/18      $ 219,008   

 

Acis CLO Ltd. Series 2013-1A, Class ACOM(a)(c)

  

  1,500,000        1.860        04/18/24        1,444,500   

 

Acis CLO Ltd. Series 2013-2A, Class A(a)(c)

  

  102,856        1.130        10/14/22        101,607   

 

Acis CLO Ltd. Series 2013-2A, Class ACOM(a)(c)

  

  722,844        1.328        10/14/22        713,158   

 

Black Diamond CLO Ltd. Series 2006-1A, Class AD(a)(c)

  

  155,855        0.888        04/29/19        154,158   

 

Ocean Trails CLO I Series 2006-1X, Class A1(a)

  

  518,650        0.881        10/12/20        514,617   

 

OFSI Fund V Ltd. Series 2013-5A, Class ACOM(a)(c)

  

  950,000        0.000        04/17/25        922,070   

 

Red River CLO Ltd. Series 1A, Class A(a)(c)

  

  953        0.907        07/27/18        952   
     

 

 

 
        4,070,070   

 

 

 

 

Home Equity(a) – 1.9%

  

 

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

  

  45,922        7.000        09/25/37        45,567   

 

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

  

  92,334        6.708        09/25/37        92,136   

 

Sound Point CLO VI Ltd. Series 2014-2A, Class ACOM(c)

  

  900,000        0.000        10/20/26        883,620   

 

Sound Point CLO VIII Ltd. Series 2015-1A, Class A(c)

  

  900,000        2.158        04/15/27        891,095   

 

Sound Point CLO VIII Ltd. Series 2015-1A, Class B(c)

  

  250,000        2.678        04/15/27        241,505   
     

 

 

 
        2,153,923   

 

 

 

 

Student Loans – 2.2%

  

 

Access Group, Inc. Series 2005-2, Class A3(a)

  

  225,989        0.834        11/22/24        223,920   

 

Chase Education Loan Trust Series 2007-A, Class A3

  

  71,332        0.694        12/28/23        70,042   

 

Edsouth Indenture No. 10 LLC Series 2015-2, Class A(a)(c)

  

  476,298        1.446        12/25/56        472,723   

 

Nelnet Student Loan Trust Series 2006-2, Class A5(a)

  

  448,873        0.738        01/25/30        441,974   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Principal

Amount

    Interest
Rate
    Maturity
Date
    Value  
  Asset-Backed Securities(b) – (continued)   

 

Student Loans – (continued)

  

 

Northstar Education Finance, Inc. Series 2004-2, Class A3

  

$ 47,665        0.804     07/30/18      $ 47,503   

 

Scholar Funding Trust Series 2010-A, Class A(a)(c)

  

  172,718        1.384        10/28/41        169,260   

 

SLC Student Loan Trust Series 2006-1, Class A5(a)

  

  500,000        0.763        03/15/27        479,708   

 

SLM Student Loan Trust Series 2005-3, Class A5(a)

  

  228,893        0.728        10/25/24        225,497   

 

SLM Student Loan Trust Series 2006-2, Class A5(a)

  

  356,243        0.748        07/25/25        354,146   
     

 

 

 
        2,484,773   

 

 

 
  TOTAL ASSET-BACKED SECURITIES   
  (Cost $8,694,190)      $ 8,708,766   

 

 

 
  Foreign Debt Obligations – 2.8%   

 

Sovereign – 2.6%

  

 

Chile Government International Bond

  

$ 468,000        3.125     01/21/26      $ 487,305   

 

Colombia Government International Bond(a)

  

  240,000        4.000        02/26/24        250,800   

 

Indonesia Government International Bond(c)

  

  230,000        4.750        01/08/26        250,987   

 

Italy Buoni Poliennali Del Tesoro

  

EUR 232,357        2.350        09/15/19        280,111   
  60,268        2.350 (c)      09/15/24        76,821   

 

Mexico Government International Bond

  

$ 470,000        3.600        01/30/25        491,738   
  160,000        4.750        03/08/44        171,760   
  200,000        4.600        01/23/46        210,500   
  10,000        5.750        10/12/10        11,000   

 

Peruvian Government International Bond

  

  110,000        6.550        03/14/37        147,950   

 

Spain Government Inflation Linked Bond(c)

  

EUR 270,235        0.550        11/30/19        309,436   

 

Turkey Government International Bond

  

$ 260,000        4.250        04/14/26        264,225   
     

 

 

 
        2,952,633   

 

 

 

 

Supranational – 0.2%

  

 

Inter-American Development Bank

  

  200,000        1.000        02/27/18        199,461   

 

 

 
  TOTAL FOREIGN DEBT OBLIGATIONS   
  (Cost $3,038,032)      $ 3,152,094   

 

 

 
  Municipal Debt Obligations – 1.3%   

 

California – 0.3%

  

 

California State Various Purpose GO Bonds Series 2010

  

$ 140,000        7.950     03/01/36      $ 169,643   
  105,000        7.625        03/01/40        165,979   
     

 

 

 
        335,622   

 

 

 
  Municipal Debt Obligations – (continued)   

 

Illinois – 0.2%

  

 

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

  

$ 250,000        7.350     07/01/35      $ 277,665   

 

 

 

 

New York – 0.5%

  

 

Rensselaer Polytechnic Institute Taxable Bonds Series 2010

  

  475,000        5.600        09/01/20        543,025   

 

 

 

 

Ohio – 0.3%

  

 
 

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

  
  

  250,000        6.270        02/15/50        327,458   

 

 

 
  TOTAL MUNICIPAL DEBT OBLIGATIONS   
  (Cost $1,224,911)      $ 1,483,770   

 

 

 
  Government Guarantee Obligations – 2.3%   

 

Hashemite Kingdom of Jordan Government AID Bond(f)

  

$ 700,000        2.503     10/30/20      $ 735,773   

 

Israel Government AID Bond(f)

  

  400,000        5.500        09/18/23        503,697   
  200,000        5.500        12/04/23        252,991   
  100,000        5.500        04/26/24        127,157   

 

KFW(g)

  

  1,000,000        1.125        08/06/18        1,006,543   

 

 

 
  TOTAL GOVERNMENT GUARANTEE OBLIGATIONS   
  (Cost $2,549,344)      $ 2,626,161   

 

 

 
  U.S. Treasury Obligations – 19.9%   

 

United States Treasury Bonds

  

$ 2,800,000        3.625 %(h)      08/15/43      $ 3,605,812   
  960,000        3.750        11/15/43        1,264,291   
  790,000        3.625        02/15/44        1,016,667   
  1,300,000        3.375        05/15/44        1,599,247   
  100,000        3.000        11/15/44        114,769   
  200,000        2.875        08/15/45        224,064   
  50,000        2.500        05/15/46        52,028   

 

United States Treasury Inflation-Protected Securities

  

  1,449,056        0.125        04/15/18        1,471,241   
  612,654        0.125        04/15/19        625,771   
  103,656        0.125        01/15/23        105,130   
  257,030        0.375        07/15/23        265,985   
  420,422        0.625        01/15/24        440,460   
  151,146        0.125        07/15/24        152,775   
  201,786        0.375        07/15/25        207,872   
  30,208        0.625        01/15/26        31,827   
  390,040        2.500        01/15/29        494,680   
  110,697        2.125        02/15/40        144,771   
  195,056        1.375        02/15/44        225,410   

 

United States Treasury Notes

  

  470,000        0.875        11/30/17        472,040   
  1,200,000        1.000        12/31/17        1,207,704   
  200,000        0.750        01/31/18        200,566   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

Principal

Amount

    Interest
Rate
    Maturity
Date
    Value  
  U.S. Treasury Obligations – (continued)   

 

United States Treasury Notes – (continued)

  

$ 420,000        0.750     02/28/18      $ 421,205   
  3,400,000        1.625        06/30/20        3,496,662   
  2,200,000        1.625        07/31/20        2,262,458   
  290,000        1.750        09/30/22        299,190   
  540,000        1.875        10/31/22        561,103   
  100,000        2.250        11/15/25        106,648   

 

United States Treasury Principal-Only STRIPS(i)

  

  1,900,000        0.000        11/15/27        1,581,370   

 

 

 
  TOTAL U.S. TREASURY OBLIGATIONS   
  (Cost $20,531,530)      $ 22,651,746   

 

 

 
  TOTAL INVESTMENTS – 98.3%   
  (Cost $107,071,917)      $ 111,850,339   

 

 

 

 


 

OTHER ASSETS IN EXCESS OF


    LIABILITIES – 1.7%

  


  

    1,889,065   

 

 

 
  NET ASSETS – 100.0%      $ 113,739,404   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
(a)   Securities with “Call” features. Maturity dates disclosed are the final maturity dates.
(b)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2016.
(c)   Exempt from registration under Rule 144A of the Securities Act of 1933. Under procedures approved by the Board of Trustees, such securities may be deemed liquid by the Investment Adviser and may be resold, normally to qualified institutional buyers in transactions exempt from registration. Total market value of Rule 144A securities amounts to $14,867,927, which represents approximately 13.1% of net assets as of June 30, 2016.
(d)   Interest is based on the weighted net interest rate of the collateral.
(e)   TBA (To Be Announced) Securities are purchased on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement when the specific mortgage pools are assigned. Total market value of TBA securities (excluding forward sales contracts, if any) amounts to $6,387,304 which represents approximately 5.6% of net assets as of June 30, 2016.
(f)   Guaranteed by the United States Government. Total market value of these securities amounts to 1,619,618, which represents 1.4% of net assets as of June 30, 2016.
(g)   Guaranteed by a foreign government until maturity. Total market value of these securities amounts to 1,006,543, which represents 0.9% of net assets as of June 30, 2016.
(h)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.
(i)   Issued with a zero coupon. Income is recognized through the accretion of discount.

 

Investment Abbreviations:
BA   —Banker Acceptance Rate
BBR   —Bank Bill Reference Rate
EURIBOR   —Euro Interbank Offered Rate
FHLB   —Federal Home Loan Bank
FHLMC   —Federal Home Loan Mortgage Corp.
FNMA   —Federal National Mortgage Association
GNMA   —Government National Mortgage Association
GO   —General Obligation
LIBOR   —London Interbank Offered Rate
RB   —Revenue Bond
REMIC   —Real Estate Mortgage Investment Conduit
RMKT   —Remarketed
STIBOR   —Stockholm Interbank Offered Rate
STRIPS   —Separate Trading of Registered Interest and Principal of
    Securities
Currency Abbreviations:
AUD   —Australian Dollar
CAD   —Canadian Dollar
CHF   —Swiss Franc
EUR   —Euro
GBP   —British Pound
JPY   —Japanese Yen
NOK   —Norwegian Krone
NZD   —New Zealand Dollar
SEK   —Swedish Krona
SGD   —Singapore Dollar
TWD   —Taiwan Dollar
USD   —United States Dollar

ADDITIONAL INVESTMENT INFORMATION

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS — At June 30, 2016, the Fund had the following forward foreign currency exchange contracts:

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED GAIN

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Gain
 
Bank of America, N.A.    CHF 27,480       EUR 25,273         09/21/16       $ 28,270       $  142   
   EUR 25,273       CHF 27,301         09/21/16         28,128         41   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED GAIN (continued)

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Gain
 
Bank of America, N.A. (continued)    SEK 373,775       GBP 32,024         09/21/16       $ 44,332       $ 1,667   
   USD 408,832       GBP 278,283         07/20/16         370,507         38,325   
   USD 84,416       SEK 684,927         07/29/16         81,040         3,376   
BNP Paribas SA    GBP 132,000       USD 175,792         09/21/16         175,861         69   
   TWD 4,136,077       USD 127,558         07/07/16         128,316         758   
   USD 87,040       EUR 77,000         09/21/16         85,701         1,339   
   USD 692,900       GBP 506,000         09/21/16         674,132         18,768   
   USD 35,700       NOK 298,077         09/21/16         35,613         87   
   USD 41,575       SEK 341,672         09/21/16         40,525         1,050   
Citibank, N.A.    AUD 116,000       USD 85,946         09/21/16         86,262         316   
   CHF 249,677       EUR 227,623         09/21/16         256,863         3,519   
   GBP 196,280       USD 259,104         09/21/16         261,499         2,395   
   JPY 20,602,007       USD 197,726         09/21/16         200,052         2,326   
   NOK 1,475,533       EUR 157,000         09/21/16         176,288         1,547   
   NOK 319,341       USD 38,068         09/21/16         38,153         85   
   NZD 121,000       USD 85,273         09/21/16         86,046         773   
   USD 191,334       EUR 168,575         09/21/16         187,622         3,712   
   USD 210,832       GBP 143,994         09/21/16         191,840         18,992   
   USD 64,520       TWD  2,070,119         08/18/16         64,383         137   
Credit Suisse International    CAD 52,355       USD 39,856         07/15/16         40,526         670   
JPMorgan Chase Bank, N.A.    AUD 53,935       USD 39,841         08/04/16         40,179         338   
   CHF 84,112       EUR 76,000         09/21/16         86,533         1,945   
   JPY 4,487,570       USD 41,372         09/21/16         43,576         2,204   
   NZD 160,799       USD 114,057         09/21/16         114,347         290   
   USD 167,869       GBP 123,107         09/21/16         164,012         3,857   
Morgan Stanley Co., Inc.    JPY 8,934,918       USD 86,000         09/21/16         86,761         761   
   USD 85,445       GBP 62,000         09/21/16         82,601         2,844   
Standard Chartered Bank    CAD 337,627       USD 259,000         09/21/16         261,372         2,372   
   USD 87,337       GBP 63,000         09/21/16         83,934         3,403   
State Street Bank    CAD 225,581       USD 173,000         09/21/16         174,633         1,633   
   USD 172,475       GBP 121,000         09/21/16         161,205         11,270   
Westpac Banking Corp.    AUD 873,687       USD 630,788         09/21/16         649,714         18,926   
   EUR 177,741       GBP 143,827         09/21/16         197,825         6,208   
   JPY 19,492,706       USD 186,754         08/10/16         188,979         2,225   
     USD 1,255,110       EUR 1,106,589         07/13/16         1,228,373         26,737   
TOTAL             $ 185,107   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 
Bank of America, N.A.    EUR 153,000       CHF 165,981         09/21/16       $ 170,289       $ (469
   JPY 17,533,465       USD 172,000         09/21/16         170,255         (1,745
   SEK 1,596,422       EUR 171,367         09/21/16         189,347         (1,384
   USD 86,000       JPY 9,222,210         09/21/16         89,551         (3,551
   USD 45,777       SGD 62,426         09/21/16         46,303         (526
BNP Paribas SA    CHF 167,544       EUR 156,000         09/21/16         172,366         (1,261
   EUR 76,000       CHF 82,673         09/21/16         84,588         (464
   GBP 151,420       USD 221,668         09/21/16         201,733         (19,935
   NOK 404,626       USD 48,500         09/21/16         48,343         (157
   SEK 6,519,263       EUR 705,902         09/21/16         773,232         (12,436
   SEK 288,976       USD 34,796         09/21/16         34,275         (521
   USD 13,895       AUD 18,834         09/21/16         14,005         (110
   USD 87,000       CAD 112,709         09/21/16         87,253         (253
   USD 320,704       NZD 453,982         09/21/16         322,836         (2,132
   USD 127,519       TWD 4,136,077         08/25/16         128,659         (1,140
Citibank, N.A.    AUD 116,765       NZD 122,904         09/21/16         86,832         (567
   EUR 76,000       CHF 83,361         09/21/16         84,588         (1,172
   EUR 78,000       SEK 733,184         09/21/16         86,814         (147
   EUR 37,271       USD 42,125         07/13/16         41,373         (752
   EUR 261,524       USD 296,786         09/21/16         291,075         (5,711
   GBP 93,486       USD 135,016         09/21/16         124,549         (10,467
   SEK 2,740,384       EUR 296,119         09/21/16         325,029         (4,550
   SEK 343,914       USD 41,731         09/21/16         40,790         (941
   USD 430,848       CAD 563,873         09/21/16         436,519         (5,671
   USD 172,110       GBP 130,280         09/21/16         173,569         (1,459
   USD 75,953       NZD 107,293         09/21/16         76,299         (346
   USD 45,303       SGD 62,426         09/21/16         46,302         (999
JPMorgan Chase Bank, N.A.    GBP 63,000       USD 86,399         09/21/16         83,933         (2,466
   USD 87,000       JPY 9,009,850         09/21/16         87,489         (489
   USD 41,538       NZD 59,173         09/21/16         42,079         (541
   USD 64,041       TWD 2,065,958         07/07/16         64,094         (53
Morgan Stanley Co., Inc.    SEK 595,778       USD 72,815         09/21/16         70,664         (2,151
   USD 600,807       CAD 786,105         09/21/16         608,560         (7,753
   USD 257,691       EUR 233,000         09/21/16         259,329         (1,638
   USD 34,272       NZD 50,617         09/21/16         35,995         (1,723
Standard Chartered Bank    CAD 110,794       USD 86,000         09/21/16         85,771         (229
   EUR 225,000       USD 257,546         09/21/16         250,424         (7,122
   USD 252,053       AUD 340,864         09/21/16         253,482         (1,429
   USD 615,646       CAD 804,684         09/21/16         622,942         (7,296
   USD 513,854       NZD 754,251         09/21/16         536,365         (22,511
   USD 64,031       TWD 2,070,119         07/07/16         64,223         (192

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS (continued)

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 
State Street Bank    AUD 119,000       NZD 126,551         09/21/16       $ 88,494       $ (1,499
   CAD 190,716       USD 148,726         09/21/16         147,642         (1,084
   EUR 76,000       CHF 83,019         09/21/16         84,588         (821
   EUR 8,070       SEK 75,781         09/21/16         8,982         (6
   EUR 87,521       USD 98,006         09/21/16         97,411         (595
   GBP 299,534       USD 439,786         07/20/16         398,800         (40,986
   GBP 181,711       USD 251,413         09/21/16         242,089         (9,324
   JPY 8,765,636       USD 86,000         09/21/16         85,117         (883
   NOK 599,313       USD 72,629         09/21/16         71,602         (1,027
   SEK 4,871,099       EUR 526,234         09/21/16         577,747         (7,949
   USD 209,808       JPY 22,715,604         09/21/16         220,576         (10,768
   USD 69,227       NZD 98,613         09/21/16         70,126         (899
   USD 45,898       SGD 62,452         09/21/16         46,321         (423
Westpac Banking Corp.    AUD 368,889       NZD 388,632         09/21/16         274,324         (2,041
   EUR 287,693       USD 326,306         07/13/16         319,355         (6,951
   USD 251,910       AUD 343,245         09/21/16         255,252         (3,342
     USD 99,556       JPY 10,391,269         08/10/16         100,742         (1,186
TOTAL                                        $ (224,243

FORWARD SALES CONTRACTS — At June 30, 2016, the Fund had the following forward sales contracts:

 

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

FHLMC (Proceeds Received: $1,047,344)

       3.500        TBA-30yr           07/15/45         $ (1,000,000      $ (1,054,219

 

(a) TBA (To Be Announced) Securities are sold on a forward commitment basis with an approximate principal amount and no defined maturity date. The actual principal and maturity date will be determined upon settlement when the specific mortgage pools are assigned.

FUTURES CONTRACTS — At June 30, 2016, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
      

Expiration

Date

      

Current

Value

       Unrealized
Gain (Loss)
 
U.S. Long Bonds        8           September 2016         $ 1,378,750         $ 79,918   
2 Year U.S. Treasury Notes        26           September 2016           5,702,531           38,238   
5 Year U.S. Treasury Notes        38           September 2016           4,642,234           30,417   
10 Year Australian Government Bonds        3           September 2016           304,733           3,217   

10 Year U.S. Treasury Notes

       1           September 2016           132,984           (96
TOTAL                                       $ 151,694   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

SWAP CONTRACTS — At June 30, 2016, the Fund had the following swap contracts:

CENTRALLY CLEARED CREDIT DEFAULT SWAP CONTRACT

 

                                       Market Value  
Referenced Obligation      Notional
Amount
(000’s)
      

Rates

Received

(Paid)

     Termination
Date
       Credit
Spread on
June 30,
2016
     Upfront
Payments
Made (Received)
     Unrealized
Gain (Loss)
 

Protection Purchased:

  

CDX North America Investment Grade Index

     $ 750           (1.000 )%       06/20/21           0.783    $ (5,002    $ (2,947

CENTRALLY CLEARED INTEREST RATE SWAP CONTRACTS

 

             Rates Exchanged   Market Value  
Notional
Amount
(000’s)
    Termination
Date
    

Payments

Received

  Payments
Made
  Upfront
Payments
Made (Received)
    Unrealized
Gain (Loss)
 
SEK 9,470        06/15/18       0.050%   3 Month STIBOR   $ 9,115      $ 1,938   
EUR 3,850 (a)      09/21/18       3 Month EURIBOR   0.375%     740        648   
  4,710 (a)      09/21/18       3 Month EURIBOR    0.400     3,817        485   
GBP 1,440 (a)      09/21/18        0.400   3 Month LIBOR     10        1,195   
  1,660 (a)      09/21/18        0.464   3 Month LIBOR     1,522        4,176   
CAD 6,190 (a)      09/21/21        1.500   3 Month BA     94,050        40,761   
EUR 1,100 (a)      09/21/21       6 Month EURIBOR    0.500     (33,250     (1,228
GBP 350 (a)      09/21/21        1.750   6 Month LIBOR     25,066        393   
SEK 1,890 (a)      09/21/21       3 Month STIBOR    0.250     242        (2,465
$ 4,520 (a)      09/21/21       3 Month LIBOR    2.000     (172,690     (45,117
EUR 1,800 (a)      05/25/25        0.863   6 Month EURIBOR     5,336        13,118   
  1,210 (a)      06/16/26        1.000   6 Month EURIBOR     2,251        3,650   
AUD 930 (a)      09/21/26        2.500   6 Month BBR     6,159        13,153   
EUR 1,710 (a)      09/21/26        1.000   6 Month EURIBOR     80,731        23,555   
SEK 3,590 (a)      09/21/26       3 Month STIBOR    1.000     2,531        (10,977
$ 1,110 (a)      09/21/26       3 Month LIBOR    2.250     (72,491     (17,060
JPY 49,710 (a)      03/30/36       6 Month LIBOR    0.900     (5,090     (22,296
  127,440 (a)      09/21/36       6 Month LIBOR    0.500     (36,764     (48,352
GBP 350 (a)      06/15/46       6 Month LIBOR    1.600     (2,014     (18,037
  30 (a)      09/21/46       6 Month LIBOR    2.250     (7,577     (3,311
$ 230 (a)      09/21/46        2.750   3 Month LIBOR     37,754        13,045   
  TOTAL   $ (60,552   $ (52,726

 

(a) Represents forward starting interest rate swaps whose effective dates of commencement of accruals and cash flows occur subsequent to June 30, 2016.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – 99.5%   

 

Automobiles & Components – 0.9%

  

  1,939       BorgWarner, Inc.    $ 57,239   
  2,404       Delphi Automotive PLC      150,491   
  35,104       Ford Motor Co.      441,257   
  12,538       General Motors Co.      354,825   
  1,628       Harley-Davidson, Inc.      73,748   
  5,806       Johnson Controls, Inc.      256,974   
  2,362       The Goodyear Tire & Rubber Co.      60,609   
     

 

 

 
        1,395,143   

 

 

 

 

Banks – 5.2%

  

  91,889       Bank of America Corp.      1,219,367   
  7,100       BB&T Corp.      252,831   
  26,182       Citigroup, Inc.      1,109,855   
  4,626       Citizens Financial Group, Inc.      92,428   
  1,626       Comerica, Inc.      66,877   
  7,036       Fifth Third Bancorp      123,763   
  7,198       Huntington Bancshares, Inc.      64,350   
  32,653       JPMorgan Chase & Co.      2,029,057   
  7,309       KeyCorp      80,765   
  1,425       M&T Bank Corp.      168,478   
  2,938       People’s United Financial, Inc.      43,071   
  11,502       Regions Financial Corp.      97,882   
  4,565       SunTrust Banks, Inc.      187,530   
  4,430       The PNC Financial Services Group, Inc.      360,558   
  14,578       U.S. Bancorp      587,931   
  41,303       Wells Fargo & Co.      1,954,871   
  1,886       Zions Bancorporation      47,395   
     

 

 

 
        8,487,009   

 

 

 

 

Capital Goods – 7.4%

  

  5,424       3M Co.      949,851   
  395       Acuity Brands, Inc.      97,944   
  908       Allegion PLC      63,042   
  2,057       AMETEK, Inc.      95,095   
  5,214       Caterpillar, Inc.      395,273   
  1,395       Cummins, Inc.      156,854   
  5,349       Danaher Corp.      540,249   
  2,637       Deere & Co.      213,702   
  1,405       Dover Corp.      97,395   
  4,068       Eaton Corp. PLC      242,982   
  5,735       Emerson Electric Co.      299,138   
  2,645       Fastenal Co.      117,411   
  1,146       Flowserve Corp.      51,765   
  1,224       Fluor Corp.      60,319   
  1,370       Fortune Brands Home & Security, Inc.      79,419   
  2,551       General Dynamics Corp.      355,201   
  82,132       General Electric Co.      2,585,515   
  6,793       Honeywell International, Inc.      790,162   
  2,869       Illinois Tool Works, Inc.      298,835   
  2,295       Ingersoll-Rand PLC      146,146   
  1,109       Jacobs Engineering Group, Inc.*      55,239   
  689       L-3 Communications Holdings, Inc.      101,069   
  2,341       Lockheed Martin Corp.      580,966   

 

 

 
  Common Stocks – (continued)   

 

Capital Goods – (continued)

  

  3,036       Masco Corp.    $ 93,934   
  1,615       Northrop Grumman Corp.      358,982   
  3,155       PACCAR, Inc.      163,650   
  1,193       Parker-Hannifin Corp.      128,904   
  1,574       Pentair PLC      91,748   
  1,424       Quanta Services, Inc.*      32,923   
  2,634       Raytheon Co.      358,092   
  1,175       Rockwell Automation, Inc.      134,913   
  1,178       Rockwell Collins, Inc.      100,295   
  901       Roper Technologies, Inc.      153,675   
  513       Snap-on, Inc.      80,962   
  1,363       Stanley Black & Decker, Inc.      151,593   
  2,399       Textron, Inc.      87,707   
  5,329       The Boeing Co.      692,077   
  481       TransDigm Group, Inc.*      126,835   
  828       United Rentals, Inc.*      55,559   
  6,983       United Technologies Corp.      716,107   
  506       W.W. Grainger, Inc.      114,988   
  1,547       Xylem, Inc.      69,074   
     

 

 

 
        12,085,590   

 

 

 

 

Commercial & Professional Services – 0.7%

  

  816       Cintas Corp.      80,074   
  1,054       Equifax, Inc.      135,334   
  3,238       Nielsen Holdings PLC      168,279   
  1,596       Pitney Bowes, Inc.      28,409   
  2,108       Republic Services, Inc.      108,162   
  1,137       Robert Half International, Inc.      43,388   
  790       Stericycle, Inc.*      82,255   
  341       The Dun & Bradstreet Corp.      41,547   
  3,794       Tyco International PLC      161,624   
  1,389       Verisk Analytics, Inc.*      112,620   
  3,749       Waste Management, Inc.      248,446   
     

 

 

 
        1,210,138   

 

 

 

 

Consumer Durables & Apparel – 1.4%

  

  2,452       Coach, Inc.      99,894   
  3,005       D.R. Horton, Inc.      94,597   
  1,050       Garmin Ltd.      44,541   
  3,283       Hanesbrands, Inc.      82,502   
  676       Harman International Industries, Inc.      48,550   
  1,011       Hasbro, Inc.      84,914   
  1,204       Leggett & Platt, Inc.      61,536   
  1,593       Lennar Corp. Class A      73,437   
  3,016       Mattel, Inc.      94,371   
  1,528       Michael Kors Holdings Ltd.*      75,605   
  585       Mohawk Industries, Inc.*      111,010   
  4,148       Newell Brands, Inc.      201,468   
  11,859       NIKE, Inc. Class B      654,617   
  2,750       PulteGroup, Inc.      53,598   
  737       PVH Corp.      69,448   
  549       Ralph Lauren Corp.      49,201   
  1,605       Under Armour, Inc. Class A*      64,409   
  1,616       Under Armour, Inc. Class C*      58,837   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – (continued)   

 

Consumer Durables & Apparel – (continued)

  

  2,945       VF Corp.    $ 181,088   
  699       Whirlpool Corp.      116,481   
     

 

 

 
        2,320,104   

 

 

 

 

Consumer Services – 1.7%

  

  3,870       Carnival Corp.      171,054   
  255       Chipotle Mexican Grill, Inc.*      102,704   
  1,000       Darden Restaurants, Inc.      63,340   
  2,181       H&R Block, Inc.      50,163   
  1,666       Marriott International, Inc. Class A      110,722   
  7,829       McDonald’s Corp.      942,142   
  1,515       Royal Caribbean Cruises Ltd.      101,732   
  13,087       Starbucks Corp.      747,530   
  1,512       Starwood Hotels & Resorts Worldwide, Inc.      111,812   
  985       Wyndham Worldwide Corp.      70,162   
  716       Wynn Resorts Ltd.      64,898   
  3,633       Yum! Brands, Inc.      301,248   
     

 

 

 
        2,837,507   

 

 

 

 

Diversified Financials – 4.6%

  

  502       Affiliated Managers Group, Inc.*      70,667   
  7,188       American Express Co.      436,743   
  1,456       Ameriprise Financial, Inc.      130,822   
  16,753       Berkshire Hathaway, Inc. Class B*      2,425,667   
  1,116       BlackRock, Inc.      382,263   
  4,553       Capital One Financial Corp.      289,161   
  3,064       CME Group, Inc.      298,434   
  3,753       Discover Financial Services      201,123   
  2,444       E*TRADE Financial Corp.*      57,410   
  3,395       Franklin Resources, Inc.      113,291   
  1,039       Intercontinental Exchange, Inc.      265,942   
  3,701       Invesco Ltd.      94,524   
  979       Legg Mason, Inc.      28,871   
  2,947       Leucadia National Corp.      51,071   
  1,510       Moody’s Corp.      141,502   
  13,412       Morgan Stanley      348,444   
  993       Nasdaq, Inc.      64,217   
  3,037       Navient Corp.      36,292   
  1,893       Northern Trust Corp.      125,430   
  2,392       S&P Global, Inc.      256,566   
  3,602       State Street Corp.      194,220   
  7,479       Synchrony Financial*      189,069   
  2,221       T. Rowe Price Group, Inc.      162,066   
  9,599       The Bank of New York Mellon Corp.      372,921   
  10,832       The Charles Schwab Corp.      274,158   
  3,446       The Goldman Sachs Group, Inc.(a)      512,007   
     

 

 

 
        7,522,881   

 

 

 

 

Energy – 7.4%

  

  4,577       Anadarko Petroleum Corp.      243,725   
  3,395       Apache Corp.      189,000   
  3,950       Baker Hughes, Inc.      178,264   
  3,946       Cabot Oil & Gas Corp.      101,570   

 

 

 
  Common Stocks – (continued)   

 

Energy – (continued)

  

  5,166       Chesapeake Energy Corp.*    $ 22,111   
  16,853       Chevron Corp.      1,766,700   
  867       Cimarex Energy Co.      103,450   
  3,590       Columbia Pipeline Group, Inc.      91,509   
  1,139       Concho Resources, Inc.*      135,849   
  11,134       ConocoPhillips      485,442   
  4,511       Devon Energy Corp.      163,524   
  511       Diamond Offshore Drilling, Inc.      12,433   
  4,907       EOG Resources, Inc.      409,342   
  1,437       EQT Corp.      111,267   
  37,045       Exxon Mobil Corp.      3,472,598   
  2,016       FMC Technologies, Inc.*      53,767   
  7,714       Halliburton Co.      349,367   
  979       Helmerich & Payne, Inc.      65,720   
  2,310       Hess Corp.      138,831   
  16,435       Kinder Morgan, Inc.      307,663   
  7,610       Marathon Oil Corp.      114,226   
  4,746       Marathon Petroleum Corp.      180,158   
  1,464       Murphy Oil Corp.      46,482   
  3,419       National Oilwell Varco, Inc.      115,049   
  1,766       Newfield Exploration Co.*      78,022   
  3,761       Noble Energy, Inc.      134,907   
  6,848       Occidental Petroleum Corp.      517,435   
  1,828       ONEOK, Inc.      86,739   
  4,147       Phillips 66      329,023   
  1,468       Pioneer Natural Resources Co.      221,976   
  1,521       Range Resources Corp.      65,616   
  12,449       Schlumberger Ltd.      984,467   
  3,328       Southwestern Energy Co.*      41,866   
  5,940       Spectra Energy Corp.      217,582   
  1,055       Tesoro Corp.      79,041   
  6,061       The Williams Companies, Inc.      131,099   
  3,110       Transocean Ltd.      36,978   
  4,170       Valero Energy Corp.      212,670   
     

 

 

 
        11,995,468   

 

 

 

 

Food & Staples Retailing – 2.3%

  

  3,896       Costco Wholesale Corp.      611,828   
  9,577       CVS Health Corp.      916,902   
  4,760       Sysco Corp.      241,523   
  8,459       The Kroger Co.      311,207   
  7,742       Walgreens Boots Alliance, Inc.      644,676   
  13,619       Wal-Mart Stores, Inc.      994,459   
  2,901       Whole Foods Market, Inc.      92,890   
     

 

 

 
        3,813,485   

 

 

 

 

Food, Beverage & Tobacco – 6.0%

  

  17,454       Altria Group, Inc.      1,203,628   
  5,189       Archer-Daniels-Midland Co.      222,556   
  930       Brown-Forman Corp. Class B      92,777   
  1,622       Campbell Soup Co.      107,912   
  3,952       ConAgra Foods, Inc.      188,945   
  1,579       Constellation Brands, Inc. Class A      261,167   
  1,693       Dr. Pepper Snapple Group, Inc.      163,594   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

    
Shares
     Description    Value  
  Common Stocks – (continued)   

 

Food, Beverage & Tobacco – (continued)

  

  5,294       General Mills, Inc.    $ 377,568   
  2,352       Hormel Foods Corp.      86,083   
  2,263       Kellogg Co.      184,774   
  1,042       McCormick & Co., Inc.      111,150   
  1,693       Mead Johnson Nutrition Co.      153,640   
  1,484       Molson Coors Brewing Co. Class B      150,077   
  13,857       Mondelez International, Inc. Class A      630,632   
  1,261       Monster Beverage Corp.*      202,655   
  12,890       PepsiCo, Inc.      1,365,567   
  13,861       Philip Morris International, Inc.      1,409,941   
  7,407       Reynolds American, Inc.      399,459   
  34,823       The Coca-Cola Co.      1,578,526   
  1,232       The Hershey Co.      139,820   
  1,075       The J.M. Smucker Co.      163,841   
  5,315       The Kraft Heinz Co.      470,271   
  2,616       Tyson Foods, Inc. Class A      174,723   
     

 

 

 
        9,839,306   

 

 

 

 

Health Care Equipment & Services – 5.3%

  

  13,207       Abbott Laboratories      519,167   
  3,109       Aetna, Inc.      379,702   
  1,683       AmerisourceBergen Corp.      133,495   
  2,337       Anthem, Inc.      306,942   
  4,818       Baxter International, Inc.      217,870   
  1,884       Becton, Dickinson and Co.      319,507   
  11,961       Boston Scientific Corp.*      279,529   
  672       C. R. Bard, Inc.      158,027   
  2,878       Cardinal Health, Inc.      224,513   
  1,556       Centene Corp.*      111,052   
  2,704       Cerner Corp.*      158,454   
  2,277       Cigna Corp.      291,433   
  1,426       DaVita HealthCare Partners, Inc.*      110,258   
  2,123       Denstply Sirona, Inc.      131,711   
  1,925       Edwards Lifesciences Corp.*      191,980   
  5,638       Express Scripts Holding Co.*      427,360   
  2,661       HCA Holdings, Inc.*      204,924   
  732       Henry Schein, Inc.*      129,418   
  2,261       Hologic, Inc.*      78,231   
  1,328       Humana, Inc.      238,881   
  335       Intuitive Surgical, Inc.*      221,572   
  931       Laboratory Corp. of America Holdings*      121,281   
  1,998       McKesson Corp.      372,927   
  12,557       Medtronic PLC      1,089,571   
  779       Patterson Companies, Inc.      37,306   
  1,287       Quest Diagnostics, Inc.      104,775   
  2,523       St. Jude Medical, Inc.      196,794   
  2,834       Stryker Corp.      339,598   
  8,473       UnitedHealth Group, Inc.      1,196,388   
  827       Universal Health Services, Inc. Class B      110,901   
  840       Varian Medical Systems, Inc.*      69,073   
  1,592       Zimmer Biomet Holdings, Inc.      191,645   
     

 

 

 
        8,664,285   

 

 

 
  Common Stocks – (continued)   

 

Household & Personal Products – 2.1%

  

  1,151       Church & Dwight Co., Inc.    $ 118,426   
  8,007       Colgate-Palmolive Co.      586,112   
  3,215       Kimberly-Clark Corp.      441,998   
  1,141       The Clorox Co.      157,903   
  1,973       The Estee Lauder Companies, Inc. Class A      179,583   
  23,782       The Procter & Gamble Co.      2,013,622   
     

 

 

 
        3,497,644   

 

 

 

 

Insurance – 2.7%

  

  3,724       Aflac, Inc.      268,724   
  9,986       American International Group, Inc.      528,160   
  2,398       Aon PLC      261,934   
  1,588       Arthur J. Gallagher & Co.      75,589   
  552       Assurant, Inc.      47,643   
  4,118       Chubb Ltd.      538,264   
  1,311       Cincinnati Financial Corp.      98,181   
  2,149       Lincoln National Corp.      83,317   
  2,394       Loews Corp.      98,369   
  4,642       Marsh & McLennan Companies, Inc.      317,791   
  9,803       MetLife, Inc.      390,453   
  2,428       Principal Financial Group, Inc.      99,815   
  3,960       Prudential Financial, Inc.      282,506   
  3,350       The Allstate Corp.      234,332   
  3,581       The Hartford Financial Services Group, Inc.      158,925   
  5,283       The Progressive Corp.      176,980   
  2,630       The Travelers Companies, Inc.      313,075   
  990       Torchmark Corp.      61,202   
  2,076       Unum Group      65,996   
  1,235       Willis Towers Watson PLC      153,523   
  2,664       XL Group PLC      88,738   
     

 

 

 
        4,343,517   

 

 

 

 

Materials – 2.9%

  

  1,757       Air Products & Chemicals, Inc.      249,564   
  1,002       Albemarle Corp.      79,469   
  11,842       Alcoa, Inc.      109,775   
  832       Avery Dennison Corp.      62,192   
  1,238       Ball Corp.      89,495   
  2,053       CF Industries Holdings, Inc.      49,477   
  7,798       E.I. du Pont de Nemours & Co.      505,311   
  1,292       Eastman Chemical Co.      87,727   
  2,340       Ecolab, Inc.      277,524   
  1,149       FMC Corp.      53,210   
  10,104       Freeport-McMoRan, Inc.      112,559   
  707       International Flavors & Fragrances, Inc.      89,132   
  3,647       International Paper Co.      154,560   
  3,074       LyondellBasell Industries NV Class A      228,767   
  570       Martin Marietta Materials, Inc.      109,440   
  3,878       Monsanto Co.      401,024   
  4,774       Newmont Mining Corp.      186,759   
  2,878       Nucor Corp.      142,202   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – (continued)   

 

Materials – (continued)

  

  1,570       Owens-Illinois, Inc.*    $ 28,276   
  2,395       PPG Industries, Inc.      249,439   
  2,574       Praxair, Inc.      289,292   
  1,755       Sealed Air Corp.      80,677   
  10,016       The Dow Chemical Co.      497,895   
  3,030       The Mosaic Co.      79,325   
  710       The Sherwin-Williams Co.      208,506   
  1,176       Vulcan Materials Co.      141,543   
  2,329       WestRock Co.      90,528   
     

 

 

 
        4,653,668   

 

 

 

 

Media – 2.7%

  

  3,668       CBS Corp. Class B      199,686   
  21,633       Comcast Corp. Class A      1,410,255   
  1,393       Discovery Communications, Inc. Class A*      35,145   
  2,095       Discovery Communications, Inc. Class C*      49,966   
  3,602       News Corp. Class A      40,883   
  1,017       News Corp. Class B      11,868   
  2,165       Omnicom Group, Inc.      176,426   
  820       Scripps Networks Interactive, Inc. Class A      51,061   
  2,048       TEGNA, Inc.      47,452   
  3,557       The Interpublic Group of Companies, Inc.      82,167   
  13,355       The Walt Disney Co.      1,306,386   
  7,070       Time Warner, Inc.      519,928   
  9,712       Twenty-First Century Fox, Inc. Class A      262,710   
  3,835       Twenty-First Century Fox, Inc. Class B      104,504   
  3,091       Viacom, Inc. Class B      128,184   
     

 

 

 
        4,426,621   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 9.3%

  

  14,423       AbbVie, Inc.      892,928   
  2,884       Agilent Technologies, Inc.      127,934   
  1,980       Alexion Pharmaceuticals, Inc.*      231,185   
  3,527       Allergan PLC*      815,054   
  6,692       Amgen, Inc.      1,018,188   
  1,949       Biogen, Inc.*      471,307   
  14,873       Bristol-Myers Squibb Co.      1,093,909   
  6,919       Celgene Corp.*      682,421   
  8,691       Eli Lilly & Co.      684,416   
  1,928       Endo International PLC*      30,058   
  11,878       Gilead Sciences, Inc.      990,863   
  1,325       Illumina, Inc.*      186,003   
  24,570       Johnson & Johnson      2,980,341   
  972       Mallinckrodt PLC*      59,078   
  24,704       Merck & Co., Inc.      1,423,197   
  3,693       Mylan NV*      159,685   
  950       PerkinElmer, Inc.      49,799   
  1,253       Perrigo Co. PLC      113,610   
  54,222       Pfizer, Inc.      1,909,157   
  707       Regeneron Pharmaceuticals, Inc.*      246,906   

 

 

 
  Common Stocks – (continued)   

 

Pharmaceuticals, Biotechnology & Life Sciences – (continued)

  

  3,498       Thermo Fisher Scientific, Inc.    $ 516,864   
  2,228       Vertex Pharmaceuticals, Inc.*      191,653   
  724       Waters Corp.*      101,831   
  4,119       Zoetis, Inc.      195,488   
     

 

 

 
        15,171,875   

 

 

 

 

Real Estate – 3.3%

  

  3,795       American Tower Corp. (REIT)      431,150   
  1,402       Apartment Investment & Management Co. Class A (REIT)      61,912   
  1,235       AvalonBay Communities, Inc. (REIT)      222,782   
  1,377       Boston Properties, Inc. (REIT)      181,626   
  2,716       CBRE Group, Inc. Class A*      71,920   
  2,994       Crown Castle International Corp. (REIT)      303,681   
  1,314       Digital Realty Trust, Inc. (REIT)      143,213   
  617       Equinix, Inc. (REIT)      239,229   
  3,311       Equity Residential (REIT)      228,062   
  591       Essex Property Trust, Inc. (REIT)      134,801   
  1,151       Extra Space Storage, Inc. (REIT)      106,514   
  645       Federal Realty Investment Trust (REIT)      106,780   
  5,262       General Growth Properties, Inc. (REIT)      156,913   
  4,116       HCP, Inc. (REIT)      145,624   
  6,529       Host Hotels & Resorts, Inc. (REIT)      105,835   
  1,685       Iron Mountain, Inc. (REIT)      67,114   
  3,688       Kimco Realty Corp. (REIT)      115,729   
  4,664       Prologis, Inc. (REIT)      228,723   
  1,317       Public Storage (REIT)      336,612   
  2,269       Realty Income Corp. (REIT)      157,378   
  2,775       Simon Property Group, Inc. (REIT)      601,898   
  888       SL Green Realty Corp. (REIT)      94,545   
  1,132       The Macerich Co. (REIT)      96,661   
  2,406       UDR, Inc. (REIT)      88,830   
  2,988       Ventas, Inc. (REIT)      217,586   
  1,602       Vornado Realty Trust (REIT)      160,392   
  3,164       Welltower, Inc. (REIT)      241,002   
  6,629       Weyerhaeuser Co. (REIT)      197,345   
     

 

 

 
        5,243,857   

 

 

 

 

Retailing – 5.5%

  

  645       Advance Auto Parts, Inc.      104,251   
  3,452       Amazon.com, Inc.*      2,470,320   
  696       AutoNation, Inc.*      32,698   
  271       AutoZone, Inc.*      215,131   
  1,471       Bed Bath & Beyond, Inc.      63,577   
  2,511       Best Buy Co., Inc.      76,837   
  1,795       CarMax, Inc.*      88,009   
  2,510       Dollar General Corp.      235,940   
  2,081       Dollar Tree, Inc.*      196,113   
  1,069       Expedia, Inc.      113,635   
  1,254       Foot Locker, Inc.      68,794   
  1,334       Genuine Parts Co.      135,067   
  1,730       Kohl’s Corp.      65,602   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

    
Shares
     Description    Value  
  Common Stocks – (continued)   

 

Retailing – (continued)

  

  2,245       L Brands, Inc.    $ 150,707   
  2,751       LKQ Corp.*      87,207   
  7,955       Lowe’s Companies, Inc.      629,797   
  2,799       Macy’s, Inc.      94,074   
  3,850       Netflix, Inc.*      352,198   
  1,218       Nordstrom, Inc.      46,345   
  874       O’Reilly Automotive, Inc.*      236,941   
  3,624       Ross Stores, Inc.      205,445   
  734       Signet Jewelers Ltd.      60,489   
  5,583       Staples, Inc.      48,125   
  5,290       Target Corp.      369,348   
  2,030       The Gap, Inc.      43,077   
  11,103       The Home Depot, Inc.      1,417,742   
  445       The Priceline Group, Inc.*      555,542   
  5,878       The TJX Companies, Inc.      453,958   
  1,026       Tiffany & Co.      62,217   
  1,191       Tractor Supply Co.      108,595   
  984       TripAdvisor, Inc.*      63,271   
  548       Ulta Salon, Cosmetics & Fragrance, Inc.*      133,515   
  679       Urban Outfitters, Inc.*      18,673   
     

 

 

 
        9,003,240   

 

 

 

 

Semiconductors & Semiconductor Equipment – 2.8%

  

  2,702       Analog Devices, Inc.      153,041   
  9,661       Applied Materials, Inc.      231,574   
  3,316       Broadcom Ltd.      515,306   
  668       First Solar, Inc.*      32,385   
  42,259       Intel Corp.      1,386,095   
  1,416       KLA-Tencor Corp.      103,722   
  1,418       Lam Research Corp.      119,197   
  2,169       Linear Technology Corp.      100,924   
  1,811       Microchip Technology, Inc.      91,926   
  9,294       Micron Technology, Inc.*      127,885   
  4,608       NVIDIA Corp.      216,622   
  1,119       Qorvo, Inc.*      61,836   
  13,121       QUALCOMM, Inc.      702,892   
  1,702       Skyworks Solutions, Inc.      107,703   
  8,958       Texas Instruments, Inc.      561,219   
  2,343       Xilinx, Inc.      108,083   
     

 

 

 
        4,620,410   

 

 

 

 

Software & Services – 11.9%

  

  5,550       Accenture PLC Class A      628,760   
  4,488       Activision Blizzard, Inc.      177,859   
  4,485       Adobe Systems, Inc.*      429,618   
  1,569       Akamai Technologies, Inc.*      87,754   
  532       Alliance Data Systems Corp.*      104,229   
  2,623       Alphabet, Inc. Class A*      1,845,359   
  2,634       Alphabet, Inc. Class C*      1,822,991   
  2,033       Autodesk, Inc.*      110,067   
  4,093       Automatic Data Processing, Inc.      376,024   
  2,659       CA, Inc.      87,295   
  1,412       Citrix Systems, Inc.*      113,087   

 

 

 
  Common Stocks – (continued)   

 

Software & Services – (continued)

  

  5,411       Cognizant Technology Solutions Corp. Class A*    $ 309,726   
  1,321       CSRA, Inc.      30,951   
  9,339       eBay, Inc.*      218,626   
  2,664       Electronic Arts, Inc.*      201,825   
  20,647       Facebook, Inc. Class A*      2,359,539   
  2,469       Fidelity National Information Services, Inc.      181,916   
  2,022       Fiserv, Inc.*      219,852   
  1,352       Global Payments, Inc.      96,506   
  7,880       International Business Machines Corp.      1,196,026   
  2,279       Intuit, Inc.      254,359   
  8,676       MasterCard, Inc. Class A      764,009   
  70,226       Microsoft Corp.      3,593,464   
  27,835       Oracle Corp.      1,139,287   
  2,881       Paychex, Inc.      171,420   
  9,895       PayPal Holdings, Inc.*      361,266   
  1,621       Red Hat, Inc.*      117,685   
  5,615       salesforce.com, Inc.*      445,887   
  5,432       Symantec Corp.      111,573   
  1,169       Teradata Corp.*      29,307   
  4,548       The Western Union Co.      87,231   
  1,482       Total System Services, Inc.      78,709   
  852       VeriSign, Inc.*      73,664   
  17,043       Visa, Inc. Class A      1,264,079   
  8,761       Xerox Corp.      83,142   
  7,730       Yahoo!, Inc.*      290,339   
     

 

 

 
        19,463,431   

 

 

 

 

Technology Hardware & Equipment – 4.9%

  

  2,784       Amphenol Corp. Class A      159,607   
  48,944       Apple, Inc.      4,679,046   
  44,883       Cisco Systems, Inc.      1,287,693   
  9,519       Corning, Inc.      194,949   
  17,362       EMC Corp.      471,726   
  616       F5 Networks, Inc.*      70,126   
  1,314       FLIR Systems, Inc.      40,668   
  1,069       Harris Corp.      89,197   
  14,729       Hewlett Packard Enterprise Co.      269,099   
  15,110       HP, Inc.      189,631   
  3,102       Juniper Networks, Inc.      69,764   
  1,452       Motorola Solutions, Inc.      95,788   
  2,493       NetApp, Inc.      61,303   
  2,672       Seagate Technology PLC      65,090   
  3,165       TE Connectivity Ltd.      180,753   
  2,508       Western Digital Corp.      118,528   
     

 

 

 
        8,042,968   

 

 

 

 

Telecommunication Services – 2.9%

  

  54,997       AT&T, Inc.      2,376,420   
  4,915       CenturyLink, Inc.      142,584   
  10,443       Frontier Communications Corp.      51,589   
  2,557       Level 3 Communications, Inc.*      131,660   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – (continued)   

 

Telecommunication Services – (continued)

  

  36,355       Verizon Communications, Inc.    $ 2,030,063   
     

 

 

 
        4,732,316   

 

 

 

 

Transportation – 2.0%

  

  1,121       Alaska Air Group, Inc.      65,343   
  5,103       American Airlines Group, Inc.      144,466   
  1,254       C.H. Robinson Worldwide, Inc.      93,109   
  8,678       CSX Corp.      226,322   
  6,835       Delta Air Lines, Inc.      248,999   
  1,648       Expeditors International of Washington, Inc.      80,818   
  2,222       FedEx Corp.      337,255   
  810       J.B. Hunt Transport Services, Inc.      65,553   
  960       Kansas City Southern      86,486   
  2,616       Norfolk Southern Corp.      222,700   
  527       Ryder System, Inc.      32,221   
  5,793       Southwest Airlines Co.      227,144   
  7,482       Union Pacific Corp.      652,805   
  2,969       United Continental Holdings, Inc.*      121,848   
  6,193       United Parcel Service, Inc. Class B      667,110   
     

 

 

 
        3,272,179   

 

 

 

 

Utilities – 3.6%

  

  5,945       AES Corp.      74,194   
  1,111       AGL Resources, Inc.      73,293   
  2,026       Alliant Energy Corp.      80,432   
  2,123       Ameren Corp.      113,750   
  4,437       American Electric Power Co., Inc.      310,989   
  1,568       American Water Works Co., Inc.      132,512   
  3,794       CenterPoint Energy, Inc.      91,056   
  2,425       CMS Energy Corp.      111,210   
  2,647       Consolidated Edison, Inc.      212,925   
  5,311       Dominion Resources, Inc.      413,886   
  1,618       DTE Energy Co.      160,376   
  6,169       Duke Energy Corp.      529,239   
  2,934       Edison International      227,884   
  1,625       Entergy Corp.      132,194   
  2,798       Eversource Energy      167,600   
  8,190       Exelon Corp.      297,788   
  3,809       FirstEnergy Corp.      132,972   
  4,128       NextEra Energy, Inc.      538,291   
  2,848       NiSource, Inc.      75,529   
  2,677       NRG Energy, Inc.      40,128   
  4,438       PG&E Corp.      283,677   

 

 

 
  Common Stocks – (continued)   

 

Utilities – (continued)

  

  1,006       Pinnacle West Capital Corp.    $ 81,546   
  6,005       PPL Corp.      226,689   
  4,561       Public Service Enterprise Group, Inc.      212,588   
  1,246       SCANA Corp.      94,272   
  2,114       Sempra Energy      241,038   
  2,104       TECO Energy, Inc.      58,155   
  8,158       The Southern Co.      437,514   
  2,852       WEC Energy Group, Inc.      186,236   
  4,554       Xcel Energy, Inc.      203,928   
     

 

 

 
        5,941,891   

 

 

 
  TOTAL COMMON STOCKS   
  (Cost $77,834,462)    $ 162,584,533   

 

 

 

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  U.S. Treasury Obligation – 0.1%(b)(c)   

 

United States Treasury Bill

  

$ 100,000        0.000     09/08/16      $ 99,959   
  (Cost $99,904)       

 

 

 
  TOTAL INVESTMENTS – 99.6%     
  (Cost $77,934,366)      $ 162,684,492   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 0.4%

  
  

    693,648   

 

 

 
  NET ASSETS – 100.0%      $ 163,378,140   

 

 

 

 

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

 

Investment Abbreviation:
REIT   —Real Estate Investment Trust

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

 

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At June 30, 2016, the Fund had the following futures contracts:

 

Type     

Number of

Contracts

Long (Short)

      

Expiration

Date

    

Current

Value

      

Unrealized

Gain (Loss)

 
S&P 500 E-Mini Index        10         September 2016      $ 1,045,100         $ 12,075   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – 96.5%   

 

Automobiles & Components – 0.3%

  

  17,180       BorgWarner, Inc.    $ 507,154   

 

 

 

 

Banks – 2.1%

  

  40,080       Eagle Bancorp, Inc.*      1,928,249   
  24,283       First Republic Bank      1,699,567   
     

 

 

 
        3,627,816   

 

 

 

 

Capital Goods – 13.3%

  

  64,189       AMETEK, Inc.      2,967,457   
  40,877       Fortune Brands Home & Security, Inc.      2,369,640   
  21,373       Graco, Inc.      1,688,253   
  14,001       Hubbell, Inc.      1,476,685   
  14,367       Roper Technologies, Inc.      2,450,436   
  70,859       Sensata Technologies Holding NV*      2,472,271   
  32,044       The Middleby Corp.*      3,693,071   
  9,030       W.W. Grainger, Inc.      2,052,067   
  75,052       Xylem, Inc.      3,351,072   
     

 

 

 
        22,520,952   

 

 

 

 

Consumer Durables & Apparel – 4.3%

  

  114,449       Kate Spade & Co.*      2,358,794   
  54,175       Newell Brands, Inc.      2,631,279   
  11,243       PVH Corp.      1,059,428   
  29,475       Under Armour, Inc. Class A*      1,182,832   
     

 

 

 
        7,232,333   

 

 

 

 

Consumer Services – 4.0%

  

  6,653       Chipotle Mexican Grill, Inc.*      2,679,562   
  19,022       Panera Bread Co. Class A*      4,031,523   
     

 

 

 
        6,711,085   

 

 

 

 

Diversified Financials – 3.6%

  

  20,122       Affiliated Managers Group, Inc.*      2,832,574   
  12,654       Intercontinental Exchange, Inc.      3,238,918   
     

 

 

 
        6,071,492   

 

 

 

 

Energy – 0.7%

  

  4,610       Concho Resources, Inc.*      549,835   
  10,959       Dril-Quip, Inc.*      640,334   
     

 

 

 
        1,190,169   

 

 

 

 

Food & Staples Retailing – 1.3%

  

  67,868       Whole Foods Market, Inc.      2,173,133   

 

 

 

 

Food, Beverage & Tobacco – 8.5%

  

  89,333       Blue Buffalo Pet Products, Inc.*      2,085,032   
  8,689       Brown-Forman Corp. Class B      866,815   
  39,720       McCormick & Co., Inc.      4,236,933   
  25,384       Mead Johnson Nutrition Co.      2,303,598   
  11,155       Monster Beverage Corp.*      1,792,720   
  30,588       TreeHouse Foods, Inc.*      3,139,858   
     

 

 

 
        14,424,956   

 

 

 
  Common Stocks – (continued)   

 

Health Care Equipment & Services – 8.1%

  

  10,288       Adeptus Health, Inc. Class A*    $ 531,478   
  14,355       C. R. Bard, Inc.      3,375,722   
  21,153       Cardinal Health, Inc.      1,650,145   
  39,619       Cerner Corp.*      2,321,673   
  7,272       DexCom, Inc.*      576,888   
  20,312       Henry Schein, Inc.*      3,591,162   
  9,783       Teleflex, Inc.      1,734,624   
     

 

 

 
        13,781,692   

 

 

 

 

Materials – 5.7%

  

  25,207       Ashland, Inc.      2,893,007   
  34,149       Axalta Coating Systems Ltd.*      905,973   
  46,822       RPM International, Inc.      2,338,759   
  12,306       The Sherwin-Williams Co.      3,613,903   
     

 

 

 
        9,751,642   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 7.5%

  

  53,974       Agilent Technologies, Inc.      2,394,287   
  3,603       Alexion Pharmaceuticals, Inc.*      420,686   
  24,283       Alkermes PLC*      1,049,511   
  23,954       Cepheid, Inc.*      736,586   
  11,592       Medivation, Inc.*      698,998   
  8,708       Mettler-Toledo International, Inc.*      3,177,723   
  13,160       Vertex Pharmaceuticals, Inc.*      1,132,023   
  64,478       Zoetis, Inc.      3,060,126   
     

 

 

 
        12,669,940   

 

 

 

 

Real Estate Investment Trust – 2.5%

  

  10,877       Equinix, Inc.      4,217,339   

 

 

 

 

Retailing – 11.7%

  

  13,748       Advance Auto Parts, Inc.      2,222,089   
  25,953       Expedia, Inc.      2,758,804   
  26,598       Five Below, Inc.*      1,234,413   
  6,021       O’Reilly Automotive, Inc.*      1,632,293   
  72,984       Ross Stores, Inc.      4,137,463   
  42,989       Tractor Supply Co.      3,919,737   
  16,138       Ulta Salon, Cosmetics & Fragrance, Inc.*      3,931,863   
     

 

 

 
        19,836,662   

 

 

 

 

Semiconductors & Semiconductor Equipment – 0.9%

  

  27,793       Qorvo, Inc.*      1,535,841   

 

 

 

 

Software & Services – 14.7%

  

  80,054       Black Knight Financial Services, Inc. Class A*      3,010,030   
  40,548       Electronic Arts, Inc.*      3,071,916   
  52,420       Fidelity National Information Services, Inc.      3,862,306   
  18,541       FleetCor Technologies, Inc.*      2,653,773   
  22,180       Global Payments, Inc.      1,583,208   
  34,452       Intuit, Inc.      3,845,188   
  4,527       LinkedIn Corp. Class A*      856,735   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

    
Shares
     Description    Value  
  Common Stocks – (continued)   

 

Software & Services – (continued)

  

  46,997       Match Group, Inc.*    $ 708,480   
  22,594       Mobileye NV*      1,042,487   
  76,374       Sabre Corp.      2,046,059   
  15,702       ServiceNow, Inc.*      1,042,613   
  20,464       Splunk, Inc.*      1,108,740   
     

 

 

 
        24,831,535   

 

 

 

 

Technology Hardware & Equipment – 2.7%

  

  75,943       Amphenol Corp. Class A      4,353,812   
  25,213       Pure Storage, Inc. Class A*      274,822   
     

 

 

 
        4,628,634   

 

 

 

 

Telecommunication Services – 3.8%

  

  44,026       Level 3 Communications, Inc.*      2,266,899   
  38,410       SBA Communications Corp. Class A*      4,145,975   
     

 

 

 
        6,412,874   

 

 

 

 

Transportation – 0.8%

  

  14,655       Kansas City Southern      1,320,269   

 

 

 
  TOTAL INVESTMENTS – 96.5%   
  (Cost $129,917,386)    $ 163,445,518   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 3.5%

     5,913,097   

 

 

 
  NET ASSETS – 100.0%    $ 169,358,615   

 

 

 

 

The percentage shown for each investment category

reflects the value of investments in that category as a percentage of net assets.

*   Non-income producing security.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST HIGH QUALITY FLOATING RATE FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Mortgage-Backed Obligations – 49.2%   

 

Collateralized Mortgage Obligations – 40.5%

  

 

Agency Multi-Family(a) – 6.8%

  

 
 

FHLMC Multifamily Structured Pass-Through Certificates
Series KF02, Class A1

  
  

$ 617,347        0.833     07/25/20      $ 617,161   

 
 

FHLMC Multifamily Structured Pass-Through Certificates
Series KF03, Class A

  
  

  373,228        0.786        01/25/21        373,154   

 
 

FHLMC Multifamily Structured Pass-Through Certificates
Series KS02, Class A

  
  

  1,454,286        0.833        08/25/23        1,442,357   

 

FNMA

  

  178,459        2.800        03/01/18        181,004   
  462,272        3.740        05/01/18        475,551   
  110,000        3.840        05/01/18        113,337   
  400,000        4.506        06/01/19        418,505   
  80,883        3.416        10/01/20        86,925   
  84,298        3.619        12/01/20        90,983   
  345,992        3.762        12/01/20        375,141   
  179,239        4.380        06/01/21        199,336   

 

FNMA ACES Series 2013-M11, Class FA

  

  201,771        0.783        01/25/18        201,296   

 

FNMA ACES Series 2014-M5, Class FA

  

  26,965        0.812        01/25/17        26,952   

 

GNMA

  

  59,728        3.950        07/15/25        65,089   
     

 

 

 
        4,666,791   

 

 

 

 

Regular Floater(a) – 33.7%

  

 

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

  

  1,450,969        0.867        09/20/66        1,386,863   

 

FHLMC REMIC Series 3049, Class FP

  

  301,053        0.792        10/15/35        299,410   

 

FHLMC REMIC Series 3208, Class FB(c)

  

  189,842        0.842        08/15/36        189,752   

 

FHLMC REMIC Series 3208, Class FD(c)

  

  282,865        0.842        08/15/36        282,730   

 

FHLMC REMIC Series 3208, Class FG(c)

  

  1,139,054        0.842        08/15/36        1,138,511   

 

FHLMC REMIC Series 3307, Class FT

  

  1,737,770        0.682        07/15/34        1,735,877   

 

FHLMC REMIC Series 3311, Class KF

  

  2,864,185        0.782        05/15/37        2,858,180   

 

FHLMC REMIC Series 3371, Class FA(c)

  

  715,797        1.042        09/15/37        720,816   

 

FHLMC REMIC Series 4174, Class FB

  

  1,417,995        0.742        05/15/39        1,411,777   

 

FHLMC REMIC Series 4320, Class FD

  

  662,900        0.842        07/15/39        661,186   

 

FHLMC REMIC Series 4477, Class FG

  

  1,459,862        0.739        10/15/40        1,443,390   

 

FNMA REMIC Series 2006-82, Class F

  

  567,758        1.023        09/25/36        570,332   

 

FNMA REMIC Series 2006-96, Class FA

  

  941,527        0.753        10/25/36        940,976   

 

 

 
  Mortgage-Backed Obligations – (continued)   

 

Regular Floater(a) – (continued)

  

 

FNMA REMIC Series 2007-33, Class HF

  

$ 168,297        0.803     04/25/37      $ 167,691   

 

FNMA REMIC Series 2007-36, Class F

  

  267,998        0.683        04/25/37        266,382   

 

FNMA REMIC Series 2007-85, Class FC

  

  710,694        0.993        09/25/37        715,513   

 

FNMA REMIC Series 2008-8, Class FB

  

  965,995        1.273        02/25/38        974,605   

 

FNMA REMIC Series 2011-63, Class FG

  

  719,448        0.903        07/25/41        720,750   

 

FNMA REMIC Series 2012-35, Class QF

  

  1,792,209        0.853        04/25/42        1,793,600   

 

FNMA REMIC Series 2016-1, Class FT

  

  1,792,552        0.803        02/25/46        1,776,834   

 

GNMA Series 2005-48, Class AF

  

  901,060        0.648        06/20/35        893,515   

 

Leek Finance Number Eighteen PLC Series 18X, Class A2B(c)

  

  124,332        0.904        09/21/38        132,490   

 
 

National Credit Union Administration Guaranteed Notes Trust
Series 2011-R1, Class 1A(c)

  
  

  2,197,231        0.915        01/08/20        2,201,179   
     

 

 

 
        23,282,359   

 

 

 
 
 
TOTAL COLLATERALIZED
MORTGAGE OBLIGATIONS
  
  
  $ 27,949,150   

 

 

 

 

Commercial Mortgage-Backed Security – 0.0%

  

 

Regular Floater(a)(c) – 0.0%

  

 
 

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

  
  

$ 27,388        5.889     07/10/44      $ 27,357   

 

 

 

 

Federal Agencies(a) – 8.7%

  

 

Adjustable Rate FHLMC – 4.8%

  

  290,277        2.904        05/01/35        305,514   
  134,006        2.500        09/01/35        141,802   
  273,976        2.917        12/01/36        288,721   
  978,533        3.305        04/01/37        1,042,284   
  791,512        2.573        01/01/38        830,133   
  663,362        2.741        01/01/38        701,130   
     

 

 

 
        3,309,584   

 

 

 

 

Adjustable Rate FNMA – 3.3%

  

  83,159        2.604        05/01/33        86,255   
  224,802        2.833        05/01/35        237,954   
  528,859        2.556        06/01/35        557,532   
  781,854        2.383        11/01/35        817,584   
  115,235        2.580        12/01/35        121,190   
  439,134        2.846        03/01/37        464,970   
     

 

 

 
        2,285,485   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST HIGH QUALITY FLOATING RATE FUND

 

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

 

Adjustable Rate GNMA – 0.6%

  

$ 381,012        1.750     04/20/33      $ 394,162   

 

 

 
  TOTAL FEDERAL AGENCIES      $ 5,989,231   

 

 

 
  TOTAL MORTGAGE-BACKED OBLIGATIONS   
  (Cost $33,983,566)      $ 33,965,738   

 

 

 
  Asset-Backed Securities – 32.5%   

 

Automobile(a)(b)(c) – 0.8%

  

 

Chesapeake Funding II LLC Series 2016-2A, Class A2

  

$ 550,000        1.448     06/15/28      $ 549,945   

 

 

 

 

Collateralized Loan Obligations(a) – 8.9%

  

 

Acis CLO Ltd. Series 2013-2A, Class A(b)(c)

  

  634,277        1.130        10/14/22        626,578   

 

ARES XI CLO Ltd. Series 2007-11A, Class A1A(b)(c)

  

  540,736        0.716        10/11/21        528,635   

 

Black Diamond CLO Ltd. Series 2006-1A, Class AD(b)

  

  280,539        0.888        04/29/19        277,484   

 

Brentwood CLO Corp. Series 2006-1A, Class A1A(b)(c)

  

  445,835        0.907        02/01/22        442,133   

 

Brentwood CLO Corp. Series 2006-1A, Class A1B(b)(c)

  

  175,149        0.907        02/01/22        172,854   

 
 

Callidus Debt Partners CLO Fund VI Ltd. Series 6A,
Class A1T(b)(c)

  
  

  291,042        0.898        10/23/21        286,392   

 
 

Halcyon Loan Advisors Funding Ltd. Series 2014-1A,
Class A1(b)(c)

  
  

  350,000        2.163        04/18/26        343,217   

 

OFSI Fund V Ltd. Series 2013-5A, Class A1LA(b)(c)

  

  300,000        1.563        04/17/25        293,267   

 

OFSI Fund VI Ltd. Series 2014-6A, Class A1(b)(c)

  

  350,000        1.658        03/20/25        341,361   

 

OZLM Funding III Ltd. Series 2013-3A, Class A1(b)(c)

  

  500,000        1.965        01/22/25        497,350   

 

Parallel Ltd. Series 2015-1A, Class A(b)(c)

  

  300,000        2.084        07/20/27        294,034   

 

Sound Point CLO XI Ltd. Series 2016-1A, Class A(b)(c)

  

  700,000        2.175        07/20/28        695,855   

 

Westbrook CLO Ltd. Series 2006-1X, Class A1(c)

  

  51,402        0.887        12/20/20        51,197   

 

Westchester CLO Ltd. Series 2007-1X, Class A1A(c)

  

  896,255        0.862        08/01/22        886,293   

 

Z Capital Credit Partners CLO Ltd. Series 2015-1A, Class A1(b)(c)

  

  400,000        1.963        07/16/27        390,354   
     

 

 

 
        6,127,004   

 

 

 

 

Credit Card(a) – 3.3%

  

 

Bank of America Credit Card Trust Series 2014-A1, Class A

  

  1,000,000        0.822        06/15/21        1,001,268   

 
 

Capital One Multi-Asset Execution Trust Series 2016-A1,
Class A1(c)

  
  

  300,000        0.900        02/15/22        300,259   

 

 

 
  Asset-Backed Securities – (continued)   

 

Credit Card(a) – (continued)

  

 

Evergreen Credit Card Trust Series 2016-1, Class A(b)(c)

  

$ 500,000        1.162     04/15/20      $ 500,906   

 

Trillium Credit Card Trust II Series 2016-1A, Class A(b)(c)

  

  500,000        1.185        05/26/21        500,000   
     

 

 

 
        2,302,433   

 

 

 

 

Student Loans(a) – 19.5%

  

 

Academic Loan Funding Trust Series 2013-1A, Class A(b)(c)

  

  613,147        1.253        12/26/44        597,088   

 

Access Group, Inc. Series 2006-1, Class A2

  

  104,623        0.772        08/25/23        104,146   

 

Access Group, Inc. Series 2015-1, Class A(b)(c)

  

  124,701        1.153        07/25/56        121,907   

 
 

Access to Loans for Learning Student Loan Corp. Series 2013-I,
Class A

  
  

  569,848        1.246        02/25/41        547,703   

 
 

Brazos Higher Education Authority, Inc. Series 2005-1,
Class 1A3(c)

  
  

  44,843        0.750        09/26/22        44,738   

 
 

Brazos Higher Education Authority, Inc. Series 2005-2,
Class A10(c)

  
  

  110,689        0.760        12/26/19        110,530   

 

Education Loan Asset-Backed Trust I Series 2013-1, Class A1(b)

  

  416,958        1.253        06/25/26        412,930   

 

Educational Funding of the South, Inc. Series 2011-1, Class A2(c)

  

  750,333        1.288        04/25/35        735,930   

 

Educational Services of America, Inc. Series 2010-1, Class A1(b)(c)

  

  1,021,607        1.488        07/25/23        1,011,996   

 

Educational Services of America, Inc. Series 2014-1, Class A(b)(c)

  

  355,097        1.153        02/25/39        344,572   

 

EFS Volunteer No. 3 LLC Series 2012-1, Class A2(b)(c)

  

  1,520,947        1.446        02/25/25        1,523,593   

 

GCO Education Loan Funding Trust Series 2006-1, Class A8L

  

  569,206        0.792        05/25/25        555,526   

 

Goal Capital Funding Trust Series 2006-1, Class A3

  

  11,161        0.782        11/25/26        11,145   

 

Goal Capital Funding Trust Series 2007-1, Class A3

  

  110,031        0.730        09/25/28        109,014   

 

Higher Education Funding I Series 2005-1, Class A4

  

  85,704        0.802        02/25/30        84,956   

 
 

Kentucky Higher Education Student Loan Corp. Series 2015-1,
Class A1(c)

  
  

  872,735        1.207        12/01/31        848,569   

 
 

Montana Higher Education Student Assistance Corp.
Series 2012-1, Class A2(c)

  
  

  984,829        1.448        05/20/30        975,276   

 

Navient Student Loan Trust Series 2016-2, Class A1(b)(c)

  

  558,373        1.203        06/25/65        558,388   

 

Nelnet Student Loan Trust Series 2005-4, Class A3(c)

  

  107,084        0.776        06/22/26        106,522   

 

Nelnet Student Loan Trust Series 2006-2, Class A5(c)

  

  583,535        0.738        01/25/30        574,566   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST HIGH QUALITY FLOATING RATE FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Asset-Backed Securities – (continued)   

 

Student Loans(a) – (continued)

  

 

Nelnet Student Loan Trust Series 2013-5A, Class A(b)(c)

  

$ 118,928        1.076     01/25/37      $ 116,120   

 
 

Panhandle-Plains Higher Education Authority, Inc. Series 2011-1,
Class A2(c)

  
  

  621,045        1.575        07/01/24        621,970   

 

Scholar Funding Trust Series 2010-A, Class A(b)(c)

  

  307,055        1.384        10/28/41        300,906   

 

Scholar Funding Trust Series 2011-A, Class A(b)(c)

  

  300,507        1.534        10/28/43        289,865   

 

SLM Student Loan Trust Series 2003-12, Class A5(b)(c)

  

  144,246        0.933        09/15/22        143,798   

 

SLM Student Loan Trust Series 2003-14, Class A5

  

  53,279        0.868        01/25/23        53,027   

 

SLM Student Loan Trust Series 2005-9, Class A6

  

  650,000        1.188        10/26/26        647,716   

 

SLM Student Loan Trust Series 2006-2, Class A5(c)

  

  498,740        0.748        07/25/25        495,805   

 

SLM Student Loan Trust Series 2006-4, Class A5(c)

  

  412,319        0.738        10/27/25        411,328   

 

SLM Student Loan Trust Series 2006-9, Class A4(c)

  

  10,615        0.708        10/25/22        10,606   

 

SLM Student Loan Trust Series 2008-5, Class A4(c)

  

  191,808        2.338        07/25/23        191,867   

 

SLM Student Loan Trust Series 2013-3, Class A2(c)

  

  57,181        0.753        05/26/20        56,978   

 

SLM Student Loan Trust Series 2014-1, Class A2(c)

  

  85,634        0.833        07/26/21        85,310   

 

Utah State Board of Regents Series 2015-1, Class A(c)

  

  588,726        1.053        02/25/43        574,961   

 

Wachovia Student Loan Trust Series 2005-1, Class A5(c)

  

  59,364        0.768        01/26/26        58,654   
     

 

 

 
        13,438,006   

 

 

 
  TOTAL ASSET-BACKED SECURITIES   
  (Cost $22,545,184)      $ 22,417,388   

 

 

 
  U.S. Treasury Obligations – 11.9%   

 

United States Treasury Bond

  

$ 800,000        3.750     11/15/43      $ 1,053,576   

 

United States Treasury Floating Rate Notes(a)

  

  1,500,000        0.410        07/31/16        1,500,075   
  300,000        0.508        10/31/17        300,276   
  1,400,000        0.612        01/31/18        1,402,856   

 

United States Treasury Inflation-Protected Securities

  

  310,512        0.125        04/15/18        315,266   
  561,600        0.125        04/15/19        573,623   
  2,962,901        0.125        04/15/20        3,030,485   

 

 

 
  TOTAL U.S. TREASURY OBLIGATIONS   
  (Cost $8,054,159)      $ 8,176,157   

 

 

 
  Investment Company(a)(d) – 5.2%   

 
 

Goldman Sachs Financial Square Government Fund –
FST Institutional Shares

  
  

$ 3,623,179        0.299     $ 3,623,179   
  (Cost $3,623,179)   

 

 

 
  TOTAL INVESTMENTS – 98.8%     
  (Cost $68,206,088)      $ 68,182,462   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 1.2%

  
  

    836,197   

 

 

 
  NET ASSETS – 100.0%        $ 69,018,659   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
(a)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2016.
(b)   Exempt from registration under Rule 144A of the Securities Act of 1933. Under procedures approved by the Board of Trustees, such securities may be deemed liquid by the Investment Adviser and may be resold, normally to qualified institutional buyers in transactions exempt from registration. Total market value of Rule 144A securities amounts to $13,548,391, which represents approximately 19.6% of net assets as of June 30, 2016.
(c)   Securities with “Call” features with resetting interest rates. Maturity dates disclosed are the final maturity dates.
(d)   Represents an affiliated issuer.

 

Investment Abbreviations:
FHLMC   —Federal Home Loan Mortgage Corp.
FNMA   —Federal National Mortgage Association
GNMA   —Government National Mortgage Association
REMIC   —Real Estate Mortgage Investment Conduit

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST HIGH QUALITY FLOATING RATE FUND

 

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At June 30, 2016, the Fund had the following futures contracts:

 

Type     

Number of

Contracts

Long (Short)

      

Expiration

Date

      

Current

Value

      

Unrealized

Gain (Loss)

 
U.S. Long Bonds        (5        September 2016         $ (861,719      $ (47,101
U.S. Ultra Long Treasury Bonds        (2        September 2016           (372,750        (23,574
2 Year U.S. Treasury Notes        (10        September 2016           (2,193,281        (14,333

5 Year U.S. Treasury Notes

       (28        September 2016           (3,420,594        (61,050
TOTAL                                       $ (146,058

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statements of Assets and Liabilities

June 30, 2016 (Unaudited)

 

     Core Fixed Income
Fund
    

Equity Index

Fund

    

Growth
Opportunities

Fund

    

High Quality
Floating Rate

Fund

 
           
Assets:  

Investments in unaffiliated issuers, at value (cost $107,071,917, $77,551,727, $129,917,386 and $64,582,909)

   $ 111,850,339       $ 162,172,485       $ 163,445,518       $ 64,559,283   

Investments in affiliated issuers, at value (cost $0, $382,639, $0 and $3,623,179)

             512,007                 3,623,179   

Cash

     5,326,406         970,238         5,973,347         705,969   

Foreign currencies, at value (cost $14,317, $0, $0 and $0)

     14,362                           

Receivables:

           

Investments sold on an extended-settlement basis

     7,370,079                         111,283   

Investments sold

     1,074,609                 1,751,640           

Interest and dividends

     683,357         183,608         60,611         75,931   

Collateral on certain derivative contracts(a)

     330,960                         346,000   

Fund shares sold

     81,389         990         10,807         3,325   

Reimbursement from investment adviser

     23,590         22,518         17,552         13,979   

Unrealized gain on forward foreign currency exchange contracts

     185,107                           

Variation margin on certain derivative contracts

     42,912         12,264                 1,493   
Total assets      126,983,110         163,874,110         171,259,475         69,440,442   
           
           
Liabilities:                

Unrealized loss on forward foreign currency exchange contracts

     224,243                           

Payables:

           

Investments purchased on an extended-settlement basis

     11,744,709                           

Forward sale contracts, at value (proceeds received $1,047,344, $0, $0, $0)

     1,054,219                           

Management fees

     36,826         28,015         119,891         17,190   

Fund shares redeemed

     34,622         194,475         77,283         13,382   

Distribution and Service fees and Transfer Agency fees

     24,850         36,020         24,801         15,537   

Investments purchased

             159,908         1,596,023         300,422   

Accrued expenses

     124,237         77,552         82,862         75,252   
Total liabilities      13,243,706         495,970         1,900,860         421,783   
           
           
Net Assets:                

Paid-in capital

     114,966,847         80,953,839         139,994,330         70,144,484   

Undistributed (distributions in excess of) net investment income (loss)

     (29,882      2,426,685         (218,780      (11,768

Accumulated net realized loss

     (6,028,160      (4,764,585      (3,945,067      (944,373

Net unrealized gain (loss)

     4,830,599         84,762,201         33,528,132         (169,684
NET ASSETS    $ 113,739,404       $ 163,378,140       $ 169,358,615       $ 69,018,659   

Net Assets:

           

Institutional

   $ 27,306       $       $ 32,354       $ 25,205   

Service

     113,712,098         163,378,140         169,326,261         67,346,764   

Advisor

                             1,646,690   

Total Net Assets

   $ 113,739,404       $ 163,378,140       $ 169,358,615       $ 69,018,659   

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

           

Institutional

     2,510                 4,709         2,428   

Service

     10,452,804         11,338,155         24,803,997         6,502,640   

Advisor

                             158,758   

Net asset value, offering and redemption price per share:

           

Institutional

     $10.88         $     —         $6.87         $10.38   

Service

     10.88         14.41         6.83         10.36   

Advisor

                             10.37   

Segregated for initial margin and/or collateral on futures transactions and swap transactions as follows:

 

      

Forwards

      

Futures

      

Swaps

 
Core Fixed Income      $ 110,000         $         $ 220,960   
High Quality Floating Rate                  346,000             

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statements of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

     Core Fixed Income
Fund
     Equity Index
Fund
     Growth
Opportunities
Fund
     High Quality
Floating Rate
Fund
 
           
Investment income:  

Interest

   $ 1,500,929       $       $       $ 398,852   

Dividends

             1,814,456         605,741           

Dividends — affiliated issuers

     1,091         4,679                 5,264   
Total investment income      1,502,020         1,819,135         605,741         404,116   
           
           
Expenses:                

Management fees

     216,342         240,651         799,611         138,209   

Distribution and Service fees(a)

     135,180         200,543         199,865         87,860   

Professional fees

     57,745         42,453         39,922         53,273   

Custody, accounting and administrative services

     36,336         27,316         26,718         20,448   

Printing and mailing costs

     32,321         41,152         23,480         19,925   

Trustee fees

     11,612         12,849         12,753         12,551   

Transfer Agency fees(a)

     10,815         16,042         15,991         6,909   

Other

     7,339         16,080         6,954         4,075   
Total expenses      507,690         597,086         1,125,294         343,250   

Less — expense reductions

     (145,260      (209,028      (283,859      (119,279
Net expenses      362,430         388,058         841,435         223,971   
NET INVESTMENT INCOME (LOSS)      1,139,590         1,431,077         (235,694      180,145   
           
           
Realized and unrealized gain (loss):                

Net realized gain (loss) from:

           

Investments — unaffiliated issuers (including commissions recaptured of, $0, $0, $3,606 and $0)

     133,778         4,965,735         (3,960,020      48,661   

Investments — affiliated issuer

             7,261                   

Futures contracts

     42,284         23,384                 (97,689

Swap contracts

     (79,900                        

Forward foreign currency exchange contracts

     (168,072                        

Foreign currency transactions

     13,991                           

Net change in unrealized gain (loss) on:

           

Investments — unaffiliated issuers

     3,897,792         (815,334      7,706,944         125,856   

Investments — affiliated issuers

             (123,245                

Futures contracts

     191,079         12,969                 (157,313

Swap contracts

     (74,330                        

Forward foreign currency exchange contracts

     (13,269                        

Foreign currency translation

     1,775                           
Net realized and unrealized gain (loss)      3,945,128         4,070,770         3,746,924         (80,485
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 5,084,718       $ 5,501,847       $ 3,511,230       $ 99,660   

(a) Class specific Distribution and Service, and Transfer Agency fees were as follows:

 

     Distribution and
Service Fees
     Transfer Agency Fees  

Fund

  

Service

    

Advisor

    

Institutional

    

Service

    

Advisor

 

Core Fixed Income

   $ 135,180         N/A       $ 2       $ 10,813         N/A   

Equity Index

     200,543         N/A         N/A         16,042         N/A   

Growth Opportunities

     199,865         N/A         3         15,988         N/A   

High Quality Floating Rate

     83,831       $ 4,029         2         6,706       $ 201   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statements of Changes in Net Assets

    Core Fixed Income Fund      Equity Index Fund  
    For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
     For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
 
          
From operations:  

Net investment income (loss)

  $ 1,139,590       $ 2,333,850       $ 1,431,077       $ 3,882,193   

Net realized gain (loss)

    (57,919      824,785         4,996,380         9,868,912   

Net change in unrealized gain (loss)

    4,003,047         (2,799,901      (925,610      (11,884,918
Net increase (decrease) in net assets resulting from operations     5,084,718         358,734         5,501,847         1,866,187   
          
          
Distributions to shareholders:                

From net investment income

          

Institutional Shares

    (418      (693                

Service Shares

    (1,589,499      (2,475,317              (3,127,567

Advisor Shares

                              

From net realized gains

          

Institutional Shares

                              

Service Shares

                            (9,730,333
Total distributions to shareholders     (1,589,917      (2,476,010              (12,857,900
          
          
From share transactions:                

Proceeds from sales of shares

    12,414,404         17,192,161         1,597,360         3,490,618   

Reinvestment of distributions

    1,589,917         2,476,010                 12,857,900   

Cost of shares redeemed

    (8,709,813      (19,689,934      (13,016,144      (26,070,660
Net increase (decrease) in net assets resulting from share transactions     5,294,508         (21,763      (11,418,784      (9,722,142
TOTAL INCREASE (DECREASE)     8,789,309         (2,139,039      (5,916,937      (20,713,855
          
          
Net assets:                

Beginning of period

    104,950,095         107,089,134         169,295,077         190,008,932   

End of period

  $ 113,739,404       $ 104,950,095       $ 163,378,140       $ 169,295,077   
Undistributed (distributions in excess of) net investment income (loss)   $ (29,882    $ 420,445       $ 2,426,685       $ 995,608   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Growth Opportunities Fund     High Quality Floating Rate Fund  
For the
Six Months Ended
June 30, 2016
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2015
    For the
Six Months Ended
June 30, 2016
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2015
 
     
               
$ (235,694   $ (682,142   $ 180,145      $ 202,867   
  (3,960,020     13,086,912        (49,028     (91,487
  7,706,944        (22,032,924     (31,457     (424,808
  3,511,230        (9,628,154     99,660        (313,428
     
     
               
     
                (123     (176
                (246,030     (316,783
                (7,201     (3,093
     
         (2,613              
         (14,040,255              
         (14,042,868     (253,354     (320,052
     
     
               
  8,543,546        9,813,897        5,562,817        8,890,822   
         14,042,868        253,354        320,052   
  (11,381,276     (33,053,396     (7,609,111     (12,538,797

 

(2,837,730

    (9,196,631     (1,792,940     (3,327,923
  673,500        (32,867,653     (1,946,634     (3,961,403
     
     
               
  168,685,115        201,552,768        70,965,293        74,926,696   
$ 169,358,615      $ 168,685,115      $ 69,018,659      $ 70,965,293   

$

(218,780

  $ 16,914      $ (11,768   $ 61,441   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

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

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 10.53      $ 0.13      $ 0.39      $ 0.52      $ (0.17   $ 10.88        4.95   $ 27        0.41 %(d)      0.68 %(d)      2.37 %(d)      170

2016 - Service

    10.53        0.11        0.40        0.51        (0.16     10.88        4.82        113,712        0.67 (d)      0.94 (d)      2.11 (d)      170   
                       

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    10.75        0.27        (0.20     0.07        (0.29     10.53        0.60        26        0.42        0.74        2.53        376   

2015 - Service

    10.76        0.24        (0.21     0.03        (0.26     10.53        0.27        104,924        0.67        0.99        2.27        376   

2014 - Institutional

    10.48        0.25        0.34        0.59        (0.32     10.75        5.68        26        0.44        0.65        2.31        353   

2014 - Service

    10.47        0.22        0.36        0.58        (0.29     10.76        5.61        107,063        0.68        0.91        2.06        353   

2013 - Institutional (Commenced April 30, 2013)

    10.91        0.15        (0.38     (0.23     (0.20     10.48        (2.13     24        0.43 (d)      0.69 (d)      2.10 (d)      557   

2013 - Service

    10.88        0.20        (0.35     (0.15     (0.26     10.47        (1.35     116,530        0.67        0.89        1.88        557   

2012 - Service

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

2011 - Service

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

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund's portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund's portfolio turnover rate may be higher.
(d) Annualized.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

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

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016

  $ 13.91      $ 0.12      $ 0.38      $ 0.50      $      $      $      $ 14.41        3.59   $ 163,378        0.48 %(d)      0.74 %(d)      1.78 %(d)      2
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015

    14.91        0.32        (0.18     0.14        (0.28     (0.86     (1.14     13.91        0.94        169,295        0.48        0.70        2.15        4   

2014

    13.68        0.22        1.58        1.80        (0.25     (0.32     (0.57     14.91        13.22        190,009        0.49        0.71        1.55        2   

2013

    10.54        0.20        3.15        3.35        (0.21            (0.21     13.68        31.83        193,899        0.49        0.73        1.61        3   

2012

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

2011

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

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund's portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund's portfolio turnover rate may be higher.
(d) Annualized.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

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

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 6.71      $ (d)    $ 0.16      $ 0.16      $      $ 6.87        2.38   $ 32        0.90 %(e)      1.14 %(e)      (0.14 )%(e)      32

2016 - Service

    6.68        (0.01     0.16        0.15               6.83        2.25        169,326        1.05 (e)      1.41 (e)      (0.29 )(e)      32   
                       

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    7.72        (0.01     (0.39     (0.40     (0.61     6.71        (5.20     32        0.93        1.14        (0.19     57   

2015 - Service

    7.69        (0.03     (0.37     (0.40     (0.61     6.68        (5.20     168,653        1.09        1.40        (0.36     57   

2014 - Institutional

    8.59        (0.02     0.94        0.92        (1.79     7.72        11.32        33        1.01        1.15        (0.24     62   

2014 - Service

    8.58        (0.03     0.93        0.90        (1.79     7.69        11.10        201,519        1.17        1.39        (0.39     62   

2013 - Institutional (Commenced April 30, 2013)

    7.66        (0.02     1.52        1.50        (0.57     8.59        19.73        30        1.00 (e)      1.16 (e)      (0.27 )(e)      42   

2013 - Service

    6.93        (0.04     2.26        2.22        (0.57     8.58        32.20        201,872        1.16        1.39        (0.47     42   

2012 - Service

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

2011 - Service

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

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund's portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments. If such transactions were included, the Fund's portfolio turnover rate may be higher.
(d) Amount is less than $0.005 per share.
(e) Annualized.
(f) Reflects income recognized from special dividends which amounted to $0.01 per share and 0.18% of average net assets.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST HIGH QUALITY FLOATING RATE FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

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

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 10.40      $ 0.04      $ (0.01   $ 0.03      $ (0.05   $      $ (0.05   $ 10.38        0.30   $ 25        0.39 %(d)      0.72 %(d)      0.78 %(d)      26  

2016 - Service

    10.38        0.03        (0.01     0.02        (0.04            (0.04     10.36        0.18        67,347        0.64 (d)      0.99 (d)      0.53 (d)      26     

2016 - Advisor

    10.40        0.02        (0.02     (e)      (0.03            (0.03     10.37        0.12        1,647        0.80 (d)      1.14 (d)      0.38 (d)      26     
                             

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    10.49        0.06        (0.08     (0.02     (0.07            (0.07     10.40        (0.16     25        0.38        0.81        0.54        14     

2015 - Service

    10.47        0.03        (0.07     (0.04     (0.05            (0.05     10.38        (0.42     69,625        0.64        1.05        0.28        14     

2015 - Advisor

    10.49        0.01        (0.06     (0.05     (0.04            (0.04     10.40        (0.57     1,315        0.78        1.25        0.12        14           

2014 - Institutional

    10.51        0.05        (0.03     0.02        (0.04            (0.04     10.49        0.17        25        0.40        0.70        0.51        17     

2014 - Service

    10.51        0.03        (0.04     (0.01     (0.03            (0.03     10.47        (0.09     74,892        0.66        0.96        0.25        17     

2014 - Advisor (Commenced October 15, 2014)

    10.51        (e)      (0.02     (0.02                          10.49        (0.10 )*      10        0.77 (d)      1.13 (d)      0.15 (d)      17           

2013 - Institutional (Commenced April 30, 2013)

    10.56        0.02        0.03        0.05        (0.04     (0.06     (0.10 )(f)      10.51        0.50        25        0.40 (d)      0.86 (d)      0.25 (d)      467     

2013 - Service

    10.58        0.01        0.03        0.04        (0.05     (0.06     (0.11 )(f)      10.51        0.40        78,142        0.70        1.10        0.08        467           

2012 - Service

    10.70        0.04        0.25        0.29        (0.08     (0.33     (0.41     10.58        2.78        68,893        0.79        1.06        0.36        1,045           

2011 - Service

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

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund's portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund's portfolio turnover rate may be higher.
(d) Annualized.
(e) Amount is less than $0.005 per share.
(f) Included a distribution from capital of less than $0.01 per share.
* Represents cumulative total returns.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The following table lists those series of the Trust that are included in this report (collectively, the “Funds” or individually a “Fund”), along with their corresponding share classes and respective diversification status under the Act:

 

Fund         Share Classes Offered     

Diversified/

Non-diversified

High Quality Floating Rate

       Institutional, Service and Advisor      Diversified

Core Fixed Income and Growth Opportunities

       Institutional and Service      Diversified

Equity Index

       Service      Diversified

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

2.    SIGNIFICANT ACCOUNTING POLICIES

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

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

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

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

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of each Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by a Fund are charged to that Fund, while such expenses incurred by the Trust are allocated across the applicable Funds on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

D.  Federal Taxes and Distributions to Shareholders — It is each Fund’s policy to comply with the requirements of the Internal Revenue Code of 1986, as amended (the “Code”), applicable to regulated investment companies (mutual funds) and to distribute each year substantially all of its investment company taxable income and capital gains to its shareholders. Accordingly,

 

54


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

the Funds are not required to make any provisions for the payment of federal income tax. Distributions to shareholders are recorded on the ex-dividend date. Income and capital gains distributions, if any, are declared and paid according to the following schedule:

 

Fund         

Income Distributions

Declared/Paid

     Capital Gains Distributions
Declared/Paid

Core Fixed Income and High Quality Floating Rate

        Quarterly      Annually

Equity Index and Growth Opportunities

        Annually      Annually

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

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

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

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

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

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

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

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

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Funds’ policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

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

Equity Securities — Equity securities traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price is believed by GSAM to not represent fair value, equity securities are valued at the last bid price for long positions and at the last ask price for short positions. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. These investments are generally classified as Level 2 of the fair value hierarchy.

Money Market Funds — Investments in the Goldman Sachs Financial Square Government Fund (“Underlying Fund”) are valued at the NAV of the FST Institutional Share class on the day of valuation. These investments are generally classified as Level 1 of the fair value hierarchy. For information regarding an Underlying Fund’s accounting policies and investment holdings, please see the Underlying Fund’s shareholder report.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the Trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities of G8 countries (not held in money market funds), which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

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

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

Stripped mortgage-backed securities are usually structured with two different classes: one that receives substantially all interest payments (interest-only, or “IO” and/or high coupon rate with relatively low principal amount, or “IOette”), and the

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

other that receives substantially all principal payments (principal-only, or “PO”) from a pool of mortgage loans. Little to no principal will be received at the maturity of an IO; as a result, periodic adjustments are recorded to reduce the cost of the security until maturity. These adjustments are included in interest income.

ii.  Mortgage Dollar Rolls — Mortgage dollar rolls are transactions whereby a Fund sells mortgage-backed-securities and simultaneously contracts with the same counterparty to repurchase similar securities on a specified future date. During the settlement period, a Fund will not be entitled to accrue interest and receive principal payments on the securities sold. The Funds account for mortgage dollar roll transactions as purchases and sales and realize gains and losses on these transactions.

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

iv.  When-Issued Securities and Forward Commitments — When-issued securities, including TBA (“To Be Announced”) securities, are securities that are authorized but not yet issued in the market and purchased in order to secure what is considered to be an advantageous price or yield to a Fund. A forward commitment involves entering into a contract to purchase or sell securities, typically on an extended settlement basis, for a fixed price at a future date. The purchase of securities on a when-issued or forward commitment basis involves a risk of loss if the value of the security to be purchased declines before the settlement date. Conversely, the sale of securities on a forward commitment basis involves the risk that the value of the securities sold may increase before the settlement date. Although a Fund will generally purchase securities on a when-issued or forward commitment basis with the intention of acquiring the securities for its portfolio, the Fund may dispose of when-issued securities or forward commitments prior to settlement, which may result in a realized gain or loss.

Derivative Contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors. The Funds enter into derivative transactions to hedge against changes in interest rates, securities prices, and/or currency exchange rates, to increase total return, or to gain access to certain markets or attain exposure to other underliers.

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

i.  Forward Contracts — A forward contract is a contract between two parties to buy or sell an asset at a specified price on a future date. A forward contract settlement can occur on a cash or delivery basis. Forward contracts are marked-to-market daily using independent vendor prices, and the change in value, if any, is recorded as an unrealized gain or loss. Cash and certain investments may be used to collateralize forward contracts.

A forward foreign currency contract is a forward contract in which a Fund agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. All forward foreign currency exchange contracts are marked-to-market daily at the applicable forward rate. Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency.

ii.  Futures Contracts — Futures contracts are contracts to buy or sell a standardized quantity of a specified commodity or security and are valued based on exchanged settlement prices or independent market quotes. Futures contracts are valued at the

 

57


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

last settlement price, or in the absence of a sale, the last bid price for long positions and at the last ask price for short positions, at the end of each day on the board of trade or exchange upon which they are traded. Upon entering into a futures contract, a Fund deposits cash or securities in an account on behalf of the broker in an amount sufficient to meet the initial margin requirement. Subsequent payments are made or received by a Fund equal to the daily change in the contract value and are recorded as variation margin receivable or payable with a corresponding offset to unrealized gains or losses.

iii.  Swap Contracts — Bilateral swap contracts are agreements in which a Fund and a counterparty agree to exchange periodic payments on a specified notional amount or make a net payment upon termination. Bilateral swap transactions are privately negotiated in the OTC market and payments are settled through direct payments between a Fund and the counterparty. By contrast, certain swap transactions are subject to mandatory central clearing. These swaps are executed through a derivatives clearing member (“DCM”), acting in an agency capacity, and submitted to a central counterparty (“CCP”) (“centrally cleared swaps”), in which case all payments are settled with the CCP through the DCM. Swaps are marked-to-market daily using pricing vendor quotations, counterparty or clearinghouse prices or model prices, and the change in value, if any, is recorded as an unrealized gain or loss. Upon entering into a swap contract, a Fund is required to satisfy an initial margin requirement by delivering cash or securities to the counterparty (or in some cases, segregated in a triparty account on behalf of the counterparty), which can be adjusted by any mark-to-market gains or losses pursuant to bilateral or centrally cleared arrangements. For centrally cleared swaps the daily change in valuation, if any, is recorded as a receivable or payable for variation margin.

An interest rate swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals, based upon or calculated by reference to changes in interest rates on a specified notional principal amount. The payment flows are usually netted against each other, with the difference being paid by one party to the other.

A credit default swap is an agreement that involves one party (the buyer of protection) making a stream of payments to another party (the seller of protection) in exchange for the right to receive protection on a reference security or obligation, including a group of assets or exposure to the performance of an index. A Fund’s investment in credit default swaps may involve greater risks than if the Fund had invested in the referenced obligation directly. Credit events are contract specific but may include bankruptcy, failure to pay, restructuring and obligation acceleration. If a Fund buys protection through a credit default swap and no credit event occurs, its payments are limited to the periodic payments previously made to the counterparty. Upon the occurrence of a specified credit event, a Fund, as a buyer of credit protection, is entitled to receive an amount equal to the notional amount of the swap and deliver to the seller the defaulted reference obligation in a physically settled trade. A Fund may also receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap reduced by the recovery value of the reference obligation in a cash settled trade.

As a seller of protection, a Fund generally receives a payment stream throughout the term of the swap, provided that there is no credit event. In addition, if a Fund sells protection through a credit default swap, a Fund could suffer a loss because the value of the referenced obligation and the premium payments received may be less than the notional amount of the swap paid to the buyer of protection. Upon the occurrence of a specified credit event, a Fund, as a seller of credit protection, may be required to take possession of the defaulted reference obligation and pay the buyer an amount equal to the notional amount of the swap in a physically settled trade. A Fund may also pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap reduced by the recovery value of the reference obligation in cash settled trade. Recovery values are at times established through the credit event auction process in which market participants are ensured that a transparent price has been set for the defaulted security or obligation. In addition, a Fund is entitled to a return of any assets, which have been pledged as collateral to the counterparty upon settlement.

The maximum potential amount of future payments (undiscounted) that a Fund as seller of protection could be required to make under a credit default swap would be an amount equal to the notional amount of the agreement. These potential amounts would be partially offset by any recovery values of the respective referenced obligations or net amounts received from a settlement of a credit default swap for the same reference security or obligation where a Fund bought credit protection.

 

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

Short Term Investments — Short-term investments having a maturity of 60 days or less are generally valued at amortized cost which approximates fair market value. These investments are classified as Level 2 of the fair value hierarchy.

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Funds’ investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Funds’ investments and derivatives classified in the fair value hierarchy as of June 30, 2016:

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

Corporate Obligations

     $         $ 35,472,509         $   

Mortgage-Backed Obligations

                 35,180,902             

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

       22,651,746                       

Agency Debentures

                 2,574,391             

Asset-Backed Securities

                 8,708,766             

Foreign Debt Obligations

       356,932           2,795,162             

Municipal Debt Obligations

                 1,483,770             

Government Guarantee Obligations

                 2,626,161             
Total      $ 23,008,678         $ 88,841,661         $   
Liabilities               
Fixed Income               

Mortgage-Backed Obligations — Forward Sales Contracts

     $         $ (1,054,219      $   
Derivative Type                              
Assets(a)               
Forward Foreign Currency Exchange Contracts      $         $ 185,107         $   
Futures Contracts        151,790                       
Interest Rate Swap Contracts                  116,117             
Total      $ 151,790         $ 301,224         $   
Liabilities(a)               
Forward Foreign Currency Exchange Contracts      $         $ (224,243      $   
Futures Contracts        (96                    
Credit Default Swap Contract                  (2,947          
Interest Rate Swap Contracts                  (168,843          
Total      $ (96      $ (396,033      $   

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

EQUITY INDEX                           
Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments(b)               
North America      $ 162,584,533         $         $   
U.S. Treasury Obligations and/or Other U.S. Government Agencies        99,959                       
Total      $ 162,684,492         $         $   
Derivative Type                              
Assets(a)               
Futures Contracts      $ 12,075         $         $   
GROWTH OPPORTUNITIES                           
Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments(b)               
North America      $ 163,445,518         $         $   
HIGH QUALITY FLOATING RATE                           
Investment Type      Level 1        Level 2        Level 3  
Assets               
Fixed Income               

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

     $ 8,176,157         $         $   

Mortgage-Backed Obligations

                 33,965,738             

Asset-Backed Securities

                 22,417,388             
Investment Company        3,623,179                       
Total      $ 11,799,336         $ 56,383,126         $   
Derivative Type                              
Liabilities(a)               
Futures Contracts      $ (146,058      $         $   

 

(a) Amount shown represents unrealized gain (loss) at period end.
(b) Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of NAV. Security valuations are based on the principal exchange or system on which they are traded, which may differ from country of domicile noted in table.

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

4.    INVESTMENTS IN DERIVATIVES

The following tables set forth, by certain risk types, the gross value of derivative contracts as of June 30, 2016. These instruments were used as part of the Funds’ investment strategies and to obtain and/or manage exposure related to the risks below. The values in the tables below exclude the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Funds’ net exposure.

 

 

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4.    INVESTMENTS IN DERIVATIVES (continued)

 

Core Fixed Income

 

Risk         Statements of Assets and Liabilities   Assets     Statements of Assets and Liabilities   Liabilities  
Interest Rate        Variation margin on certain derivative contracts   $
267,907
(a) 
  Variation margin on certain derivative contracts   $ (168,939 )(a) 
Credit        Variation margin on certain derivative contracts          Variation margin on certain derivative contracts     (2,947
Currency        Receivables for unrealized gain on forward foreign currency exchange contracts     185,107      Payable for unrealized loss on forward foreign currency exchange contracts     (224,243
Total            $ 453,014          $ (396,129
          
Fund    Risk   Statements of Assets and Liabilities   Assets(a)     Statements of Assets and Liabilities   Liabilities(a)  
Equity Index    Equity   Variation margin on certain derivative contracts   $ 12,075      Variation margin on certain derivative contracts   $   
High Quality Floating Rate    Interest Rate   Variation margin on certain derivative contracts          Variation margin on certain derivative contracts     (146,058

 

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

The following table sets forth, by certain risk types, the Fund’s gains (losses) related to these derivatives and their indicative volumes for the six months ended June 30, 2016. These gains (losses) should be considered in the context that these derivative contracts may have been executed to create investment opportunities and/or economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statements of Operations:

Core Fixed Income

 

Risk    Statements of Operations   Net
Realized
Gain (Loss)
    Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 
Interest Rate    Net realized gain (loss) from investments, futures contracts and swap contracts/Net change in unrealized gain (loss) on futures contracts and swap contracts   $ 10,668      $ 119,696        130   
Credit    Net realized gain (loss) from swap contracts/Net change in unrealized gain (loss) on swap contracts     (53,001   $ (2,947     1   
Currency    Net realized gain (loss) from forward foreign currency exchange contracts/Net change in unrealized gain (loss) on forward foreign currency exchange contracts     (168,072     (13,269     184   
Total        $ (210,405   $ 103,480        315   

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2016.

 

 

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Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

4.    INVESTMENTS IN DERIVATIVES (continued)

 

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

 

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

Equity Index

        Equity         $ 23,384         $ 12,969           10   

High Quality Floating Rate

        Interest Rate           (97,689        (157,313        50   

 

(a) Average number of contracts is based on the average of month end balances for the period ended June 30, 2016.

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

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

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

For the six months ended June 30, 2016, contractual and effective net management fees with GSAM were at the following rates:

 

    Contractual Management Rate     Effective Net
Management
Rate^
 
Fund   First
$1 billion
    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
   
Core Fixed Income     0.40     0.36     0.34     0.33     0.32     0.40     0.40
Growth Opportunities     1.00        1.00        0.90        0.86        0.84        1.00        0.87
High Quality Floating Rate     0.40        0.36        0.34        0.33        0.32        0.40        0.30

 

^ Effective Net Management Rate includes the impact of management fee waivers of affiliated underlying funds, if any.
* GSAM agreed to waive a portion of its management fee in order to achieve net management rates, as defined in the Funds’ most recent prospectuses. These waivers will be effective through at least April 29, 2017 and prior to such date GSAM may not terminate the arrangements without approval of the Trustees.

The Core Fixed Income and High Quality Floating Rate Funds invest in FST Institutional Shares of the Goldman Sachs Financial Square Government Fund, which is an affiliated Underlying Fund. GSAM has agreed to waive a portion of its management fee payable by the Funds in an amount equal to the management fee it earns as an investment adviser to any of the affiliated Underlying Funds in which the Funds invest. For the six months ended June 30, 2016, GSAM waived $662 and $3,428 of the Core Fixed Income and High Quality Floating Rate Funds’ management fees, respectively.

The Agreement for the Equity Index Fund provides for a contractual management fee at an annual rate equal to 0.30% of the Fund’s average daily net assets. For the six months ended June 30, 2016, GSAM agreed to waive a portion of its management fee in order to achieve the following effective annual rates which will remain in effect through April 29, 2017 and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees:

 

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

 

 

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5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

As authorized by the Agreement, GSAM has entered into a Sub-advisory Agreement with SSgA Funds Management, Inc. (“SSgA”) which serves as the sub-adviser to the Equity Index Fund and provides the day-to-day advice regarding the Fund’s portfolio transactions. As compensation for its services, SSgA is entitled to a fee, accrued daily and paid monthly by GSAM, at the following annual rates of the Fund’s average daily net assets: 0.03% on the first $50 million, 0.02% on the next $200 million, 0.01% on the next $750 million and 0.008% over $1 billion. The effective Sub-advisory fee was 0.02% for the six months ended June 30, 2016.

B.  Distribution and Service Plans — The Trust, on behalf of each Fund, has adopted Distribution and Service Plans (the “Plans”). Under the Plans, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% and 0.40% of the Fund’s average daily net assets attributable to Service and Advisor Shares, respectively. For the six months ended June 30, 2016 for the Growth Opportunities Fund, Goldman Sachs agreed to waive distribution and services fees so as not to exceed an annual rate of 0.16% of average daily net assets of the Fund. This distribution and service fee waiver will remain in place through at least April 29, 2017, and prior to such date Goldman Sachs may not terminate the arrangement without the approval of the Trustees.

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

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expenses” of the Funds (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of each Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Funds are not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitations as an annual percentage rate of average daily net assets for Core Fixed Income, Equity Index, Growth Opportunities and High Quality Floating Rate Funds are 0.004%, 0.004%, 0.004% and 0.074%, respectively. These Other Expense limitations will remain in place through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangements without the approval of the Trustees. In addition, the Funds have entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Funds’ expenses and are received irrespective of the application of the “Other Expense” limitations described above.

For the six months ended June 30, 2016, these expense reductions, including any fee waivers and Other Expense reimbursements, were as follows:

 

Fund        Management
Fee Waiver
       Distribution and
Service Fee
Waiver
       Custody Fee
Credits
       Other Expense
Reimbursement
       Total Expense
Reductions
 
Core Fixed Income       $ 662         $         $ 1,409         $ 143,189         $ 145,260   
Equity Index         72,195                     195           136,638           209,028   
Growth Opportunities         103,949           71,951           1,330           106,629           283,859   
High Quality Floating Rate         34,525                     50           84,704           119,279   

E.  Line of Credit Facility — As of June 30, 2016, the Funds participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based

 

63


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

on the federal funds rate. The facility also requires a fee to be paid by the Funds based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Funds did not have any borrowings under the facility.

F.  Other Transactions with Affiliates — The following table provides information about the investment in shares of issuers of which a Fund is an affiliate as of and for the six months ended June 30, 2016:

 

Fund          

Name of

Affiliated Issuer

   Market
Value
12/31/2015
     Purchases
at Cost
     Proceeds
from Sales
     Net
Realized
Gain (Loss)
     Change in
Unrealized
Appreciation
(Depreciation)
     Market
Value
6/30/2016
     Dividend
Income
 
Equity Index          The Goldman Sachs Group, Inc.    $ 669,374       $       $ (41,383    $ 7,261       $ (123,245    $ 512,007       $ 4,679   

The following table provides information about the Funds’ investment in the Goldman Sachs Financial Square Government Fund as of and for the six months ended June 30, 2016:

 

Fund          

Market

Value
12/31/2015

       Purchases
at Cost
       Proceeds
from Sales
       Market
Value
6/30/2016
       Dividend
Income
 
Core Fixed Income          $         $ 16,291,827         $ (16,291,827      $         $ 1,091   
High Quality Floating Rate            10,347,519           14,296,533           (21,020,873        3,623,179           5,264   

As of June 30, 2016, the Goldman Sachs Group, Inc. was the beneficial owner of approximately 100% of the Institutional Shares of the Core Fixed Income, Growth Opportunities and High Quality Floating Rate Funds.

6.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were as follows:

 

Fund              Purchases of U.S.
Government and
Agency Obligations
       Purchases
(Excluding U.S.
Government and
Agency Obligations)
       Sales and
Maturities of U.S.
Government and
Agency Obligations
       Sales and
Maturities
(Excluding U.S.
Government and
Agency Obligations)
 
Core Fixed Income             $ 186,112,616         $ 10,791,463         $ 198,791,261         $ 14,997,272   
Equity Index                         2,797,748                     12,449,766   
Growth Opportunities                         50,932,764                     55,661,965   
High Quality Floating Rate               15,975,906           5,633,469           9,000,182           7,211,192   

 

 

64


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

7.    TAX INFORMATION

 

As of the Funds’ most recent fiscal year end, December 31, 2015, the Funds’ capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

 

        Core Fixed Income        Equity Index        Growth Opportunities        High Quality Floating Rate  
Capital loss carryforwards:(1)                    

Expiring 2017

     $ (264,763      $         $         $   

Expiring 2018

       (4,488,774                              

Perpetual short-term

                                     (275,908

Perpetual long-term

                                     (595,824
Total capital loss carryforwards      $ (4,753,537      $         $         $ (871,732
Timing differences (Qualified late year loss and straddle loss deferrals and certain REIT dividends)        (1,266,922        4,012           (336,485        (12,359

 

(1) Expiration occurs on December 31 of the year indicated.

As of June 30, 2016, the Funds’ aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

        Core Fixed Income        Equity Index        Growth Opportunities        High Quality Floating Rate  
Tax cost      $ 107,078,933         $ 88,503,256         $ 130,621,115         $ 68,207,960   
Gross unrealized gain        5,331,700           88,164,150           36,517,182           370,675   
Gross unrealized loss        (560,294        (13,982,914        (3,692,779        (396,173
Net unrealized security gain (loss)      $ 4,771,406         $ 74,181,236         $ 32,824,403         $ (25,498

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales, net mark to market gains (losses) on regulated futures and foreign currency contracts, and differences in the tax treatment of underlying fund investments, foreign currency transactions, real estate investment trust investments and inflation-protected securities.

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

8.    OTHER RISKS

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

Derivatives Risk — Loss may result from the Funds’ investments in derivative instruments. These instruments may be illiquid, difficult to price and leveraged so that small changes in the value of the underlying instruments may produce disproportionate losses to the Funds. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. Losses from investments in derivatives can also result from a lack of correlation between changes in the value of derivative instruments and the portfolio assets (if any) being hedged.

Interest Rate Risk — When interest rates increase, fixed income securities or instruments held by the Funds will generally decline in value. Long-term fixed income securities or instruments will normally have more price volatility because of this risk than short-term fixed income securities or instruments. The risks associated with increasing rates are heightened given that interest rates

 

65


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

8.    OTHER RISKS (continued)

 

are near historic lows, but may be expected to increase in the future with unpredictable effects on the markets and the Fund’s investments.

Investments in Other Investment Companies — As a shareholder of another investment company, including an exchange traded fund (“ETF”), a Fund will indirectly bear its proportionate share of any net management fees and other expenses paid by such other investment companies, in addition to the fees and expenses regularly borne by the Fund. ETFs are subject to risks that do not apply to conventional mutual funds, including but not limited to the following: (i) the market price of the ETF’s shares may trade at a premium or a discount to their NAV; and (ii) an active trading market for an ETF’s shares may not develop or be maintained.

Large Shareholder Transactions Risk — A Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of a Fund. Such large shareholder redemptions may cause a Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact a Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition, a large redemption could result in a Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect a Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

Liquidity Risk — A Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that a Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, a Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions. Liquidity risk may be the result of, among other things, the reduced number and capacity of traditional market participants to make a market in fixed income securities or the lack of an active market. The potential for liquidity risk may be magnified by a rising interest rate environment or other circumstances where investor redemptions from fixed income mutual funds may be higher than normal, potentially causing increased supply in the market due to selling activity.

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

Short Position Risk — A Fund may enter into a short position through a futures contract, an option or swap agreement or through short sales of any instrument that a Fund may purchase for investment. Taking short positions involves leverage of a Fund’s assets and presents various risks. If the value of the underlying instrument or market in which a Fund has taken a short position increases, then the Fund will incur a loss equal to the increase in value from the time that the short position was entered into plus any related interest payments or other fees. Taking short positions involves the risk that losses may be disproportionate, may exceed the amount invested, and may be unlimited.

9.    INDEMNIFICATIONS

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

 

 

66


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

10.    SUBSEQUENT EVENTS

 

Subsequent events after the Statements of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

11.    SUMMARY OF SHARE TRANSACTIONS

Share activity is as follows:

 

     Core Fixed Income Fund  
     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Reinvestment of distributions      39      $ 418        65      $ 693   
       39        418        65        693   
Service Shares         
Shares sold      1,157,775        12,414,404        1,613,636        17,192,161   
Reinvestment of distributions      147,647        1,589,499        232,121        2,475,317   
Shares redeemed      (813,088     (8,709,813     (1,839,915     (19,689,934
       492,334        5,294,090        5,842        (22,456
NET INCREASE (DECREASE)      492,373      $ 5,294,508        5,907      $ (21,763

 

     Equity Index Fund  
     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Service Shares         
Shares sold      117,862      $ 1,597,360        231,558      $ 3,490,618   
Reinvestment of distributions                    925,695        12,857,900   
Shares redeemed      (948,705     (13,016,144     (1,733,704     (26,070,660
NET DECREASE      (830,843   $ (11,418,784     (576,451   $ (9,722,142

 

67


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

11.    SUMMARY OF SHARE TRANSACTIONS (continued)

 

 

     Growth Opportunities Fund  
     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Reinvestment of distributions           $        392      $ 2,613   
                     392        2,613   
Service Shares         
Shares sold      1,293,817        8,543,546        1,275,515        9,813,897   
Reinvestment of distributions                    2,117,685        14,040,255   
Shares redeemed      (1,750,095     (11,381,276     (4,322,894     (33,053,396
       (456,278     (2,837,730     (929,694     (9,199,244
NET DECREASE      (456,278   $ (2,837,730     (929,302   $ (9,196,631

 

     High Quality Floating Rate Fund  
     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Reinvestment of distributions      12      $ 123        17      $ 176   
       12        123        17        176   
Service Shares         
Shares sold      296,923        3,076,646        591,898        6,176,818   
Reinvestment of distributions      23,783        246,030        30,398        316,783   
Shares redeemed      (526,108     (5,451,526     (1,067,471     (11,135,815
       (205,402     (2,128,850     (445,175     (4,642,214
Advisor Shares         
Shares sold      239,700        2,486,171        259,411        2,714,004   
Reinvestment of distributions      695        7,201        296        3,093   
Shares redeemed      (208,166     (2,157,585     (134,130     (1,402,982
       32,229        335,787        125,577        1,314,115   
NET DECREASE      (173,161   $ (1,792,940     (319,581   $ (3,327,923

 

68


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Fund Expenses — Six Month Period Ended June 30, 2016  (Unaudited)

As a shareholder of Institutional, Service or Advisor Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service and Advisor Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares, Service Shares and Advisor Shares of the Funds and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Funds' actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Funds' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Funds and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

     Core Fixed Income Fund     Equity Index Fund     Growth Opportunities Fund     High Quality Floating Rate Fund  
Share Class   Beginning
Account
Value
01/01/16
    Ending
Account
Value
06/30/16
    Expenses
Paid for the
6 Months
Ended
06/30/16
*
    Beginning
Account
Value
01/01/16
    Ending
Account
Value
06/30/16
    Expenses
Paid for the
6 Months
Ended
06/30/16
*
    Beginning
Account
Value
01/01/16
    Ending
Account
Value
06/30/16
    Expenses
Paid for the
6 Months
Ended
06/30/16
*
    Beginning
Account
Value
01/01/16
    Ending
Account
Value
06/30/16
    Expenses
Paid for the
6 Months
Ended
06/30/16
*
 
Institutional                                                

Actual

  $ 1,000      $ 1,049.50      $ 2.09        N/A        N/A        N/A      $ 1,000      $ 1,023.80      $ 4.53      $ 1,000      $ 1,003.00      $ 1.94   

Hypothetical 5% return

    1,000        1,022.82     2.06        N/A        N/A        N/A        1,000        1,020.39     4.52        1,000        1,022.92     1.96   
Service                                                

Actual

    1,000        1,048.20        3.41      $ 1,000      $ 1,035.90      $ 2.43        1,000        1,022.50        5.28        1,000        1,001.80        3.19   

Hypothetical 5% return

    1,000        1,021.53     3.37        1,000        1,022.48     2.41        1,000        1,019.64     5.27        1,000        1,021.68     3.22   
Advisor                                                

Actual

    N/A        N/A        N/A        N/A        N/A        N/A        N/A        N/A        N/A        1,000        1,001.20        3.98   

Hypothetical 5% return

    N/A        N/A        N/A        N/A        N/A        N/A        N/A        N/A        N/A        1,000        1,020.89     4.02   

 

  * Expenses are calculated using each Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were as follows:  

 

Fund    Institutional     Service     Advisor  
Core Fixed Income      0.41     0.67     N/A   
Equity Index      N/A        0.48        N/A   
Growth Opportunities      0.90        1.05        N/A   
High Quality Floating Rate      0.39        0.64        0.80

 

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

 

 

 

69


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statement Regarding Basis for Approval of Management Agreements (Unaudited)

 

Background

The Goldman Sachs Core Fixed Income, Goldman Sachs Equity Index, Goldman Sachs Growth Opportunities and Goldman Sachs High Quality Floating Rate Funds (the “Funds”) are investment portfolios of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Funds at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreements (the “Management Agreements”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Funds and the sub-advisory agreement (the “Sub-Advisory Agreement,” and together with the Management Agreements, the “Agreements”) between the Investment Adviser and SSgA Funds Management, Inc. (the “Sub-Adviser”) on behalf of the Equity Index Fund.

The Agreements were most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Agreements or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Agreements were last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Agreements were considered by the Board, or the Independent Trustees, as applicable. With respect to each Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;
  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), and benchmark performance indices, and (in the case of the Core Fixed Income, Growth Opportunities and High Quality Floating Rate Funds) a composite of accounts with comparable investment strategies managed by the Investment Adviser; and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Agreements and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider;
  (ii)   the Fund’s expense trends over time; and
  (iii)   to the extent the Investment Adviser manages other types of accounts (such as bank collective trusts, private wealth management accounts, institutional separate accounts, sub-advised mutual funds, and non-U.S. funds) having investment objectives and policies similar to those of the Fund, comparative information on the advisory fees charged and services provided to those accounts by the Investment Adviser;
  (f)   with respect to the extensive investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)  

the undertaking of the Investment Adviser and its affiliates to waive certain fees (with respect to the Equity Index, Growth Opportunities and High Quality Floating Rate Funds) and to limit certain expenses of the Fund that exceed a

 

70


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)

 

  specified level; the undertaking of Goldman, Sachs & Co. (“Goldman Sachs”), the Fund’s affiliated distributor, to waive a portion of the distribution and service fees payable by the Growth Opportunities Fund’s Service Shares, and a summary of contractual fee reductions made by the Investment Adviser and/or its affiliates over the past several years with respect to the Fund;
  (h)   information relating to the profitability of the Management Agreements and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;
  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationships with the Investment Adviser;
  (l)   information regarding commissions paid by the Equity Index and Growth Opportunities Funds (the “Equity Funds”) and broker oversight, an update on the Investment Adviser’s soft dollars practices (with respect to the Growth Opportunities Fund), other information regarding portfolio trading, and how the Investment Adviser carries out its duty to seek best execution;
  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Fund by its unaffiliated service providers (including the Sub-Adviser for the Equity Index Fund), and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreements; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Funds’ distribution arrangements. They received information regarding the Funds’ assets, share purchase and redemption activity, and payment of distribution and service fees. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Funds and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreements at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Funds. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreements

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Funds by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services (including, with respect to the Equity Index Fund, the Investment Adviser’s oversight of the Sub-Adviser) that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Funds and their service providers operate, as well as the efforts of the Investment Adviser and its

 

71


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)

 

affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Funds and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Funds and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Funds. In this regard, they compared the investment performance of each Fund to its peers using rankings and ratings compiled by the Outside Data Provider as of December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on each Fund’s investment performance was provided for the one-, three-, five- and ten-year periods ending on the applicable dates, to the extent that each Fund has been in existence for those periods. The Trustees also reviewed each Fund’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Funds over time, and reviewed the investment performance of each Fund in light of its investment objective and policies and market conditions. The Trustees also received information comparing the Core Fixed Income, Growth Opportunities and High Quality Floating Rate Funds’ performance to that of composites of accounts with comparable investment strategies managed by the Investment Adviser.

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Funds’ risk profiles, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management.

The Trustees observed that the Core Fixed Income Fund’s Institutional Shares had placed in the top half of the Fund’s peer group and had underperformed the Fund’s benchmark index for the one-year period ended March 31, 2016. The Trustees also observed that the Equity Index Fund’s Service Shares had placed in the top half of the Fund’s peer group and had underperformed the Fund’s benchmark index by an amount approximately equal to Fund fees and expenses for the one-, three-, five-, and ten-year periods ended March 31, 2016. The Trustees noted that the Growth Opportunities Fund’s Institutional Shares had placed in the third quartile of the Fund’s peer group and had underperformed the Fund’s benchmark index for the one-year period ended March 31, 2016. They also noted that the High Quality Floating Rate Fund had placed in the fourth quartile of the Fund’s peer group and had underperformed the Fund’s benchmark index for the one-year period ended March 31, 2016.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Agreements and the fee rates payable by each Fund under its respective Management Agreement and, with respect to the Equity Index Fund, payable by the Investment Adviser under the Sub-Advisory Agreement. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Funds, which included both advisory and administrative services that were directed to the needs and operations of the Funds as registered mutual funds.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Funds. The analyses provided a comparison of each Fund’s management fees and breakpoints (as applicable) to those of a relevant peer group and category universe; an expense analysis which compared each Fund’s overall net and gross expenses to a peer group and a category universe; and a five-year history (or, in the case of Funds that commenced investment operations within a shorter period, since the year in which it commenced operations) comparing each Fund’s net expenses to the peer and category medians. The analyses also compared each Fund’s transfer agency, custody and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Funds.

In addition, the Trustees considered the Investment Adviser’s undertaking to waive a portion of its management fees (with respect to the Equity Index, Growth Opportunities, and High Quality Floating Rate Funds) and to limit certain expenses of the Funds that exceed specified levels as well as the undertaking of Goldman Sachs to waive a portion of the distribution and service fees payable by the Growth Opportunities Fund’s Service Shares. The Trustees also noted that certain changes were being made to existing fee waiver or expense limitation arrangements of the Growth Opportunities and High Quality Floating Rate Funds that would have the effect of decreasing total Fund expenses, with such changes taking effect in connection with the Funds’ next annual registration statement update. They also considered, to the extent that the Investment Adviser manages other types of accounts having investment objectives and policies similar to those of the Funds, comparative fee information for services provided by the Investment Adviser to those accounts, and information that indicated that services provided to the Funds differed in various

 

72


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)

 

significant respects from the services provided to other types of accounts which, in many cases, operated under less stringent legal and regulatory structures, required fewer services from the Investment Adviser to a smaller number of client contact points, and were less time-intensive.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of a Fund.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and each of the Funds. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and each Fund were provided for 2015 and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for each of the Core Fixed Income, Growth Opportunities and High Quality Floating Rate Funds at the following annual percentage rates of the average daily net assets of the Funds:

 

     Core Fixed
Income
Fund
    High Quality
Floating Rate
Fund
 
First $1 billion     0.40     0.40
Next $1 billion     0.36        0.36   
Next $3 billion     0.34        0.34   
Next $3 billion     0.33        0.33   
Over $8 billion     0.32        0.32   

 

     Growth
Opportunities
Fund
 
First $2 billion     1.00
Next $3 billion     0.90   
Next $3 billion     0.86   
Over $8 billion     0.84   

The Trustees noted that the breakpoints were designed to share potential economies of scale, if any, with the Funds and their shareholders as assets under management reach those asset levels. The Trustees considered the amounts of assets in the Funds; the Funds’ recent share purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer groups; and the Investment Adviser’s undertaking to waive a portion of its management fees (with respect to the Equity Index, Growth Opportunities and High Quality Floating Rate Funds) and to limit certain expenses of the Funds that exceed specified levels. Upon reviewing these matters at the Annual Meeting, the Trustees concluded that the fee breakpoints represented a means of assuring that benefits of scalability, if any, would be passed along to shareholders at the specified asset levels.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)

 

With respect to the Equity Index Fund, the Trustees noted that, while its Management Agreement did not have breakpoints, the Investment Adviser had agreed to waive a portion of its management fee in order to achieve the following effective annual rates: 0.21% on the first $400 million of average daily net assets and 0.20% of average daily net assets in excess of $400 million. The Trustees noted that, in addition to the Investment Adviser’s management fee waiver mentioned above, the Fund’s total expenses were further reduced by the Investment Adviser’s undertaking to limit certain expenses of the Fund that exceed a specified level.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Funds as stated above, including: (a) transfer agency fees received by Goldman Sachs; (b) brokerage and futures commissions earned by Goldman Sachs for executing securities transactions on behalf of the Equity Funds and futures transactions on behalf of the Funds; (c) research received by the Investment Adviser from broker-dealers in exchange for executing certain transactions on behalf of the Growth Opportunities Fund; (d) trading efficiencies resulting from aggregation of orders of the Funds with those for other funds or accounts managed by the Investment Adviser; (e) the Investment Adviser’s ability to leverage the infrastructure designed to service the Funds on behalf of its other clients; (f) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (g) Goldman Sachs’ retention of certain fees as Fund Distributor; (h) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Funds; and (i) the possibility that the working relationship between the Investment Adviser and the Funds’ third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Funds and Their Shareholders

The Trustees also noted that the Funds receive certain potential benefits as a result of their relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Funds with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Funds as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Funds because of the reputation of the Goldman Sachs organization; (g) the Funds’ access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; and (h) the Funds’ access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Funds’ shareholders invested in the Funds in part because of the Funds’ relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

Conclusion

In connection with their consideration of the Agreements, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by each of the Funds were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and each Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit each Fund and its shareholders and that the Management Agreements should be approved and continued with respect to each Fund until June 30, 2017.

Sub-Advisory Agreement for the Equity Index Fund

Nature, Extent, and Quality of the Services Provided Under the Sub-Advisory Agreement and Investment Performance

In evaluating the Sub-Advisory Agreement, the Trustees relied upon materials furnished and presentations made by the Investment Adviser and the Sub-Adviser. In evaluating the nature, extent, and quality of services provided by the Sub-Adviser, the Trustees considered information on the services provided to the Equity Index Fund by the Sub-Adviser, including information about the Sub-Adviser’s (a) personnel and organizational structure; (b) experience in index investing and track record in tracking

 

74


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)

 

the performance of the Fund’s benchmark in line with the investment objective of the Fund; (c) policies and procedures in place to address potential conflicts of interest; and (d) compliance program and code of ethics. The Trustees noted that the Fund had commenced operations in January 2006, and reviewed the Fund’s operations and investment performance since its inception. The Trustees reviewed the services provided to the Fund under the Sub-Advisory Agreement. They noted that the Fund’s Service Shares had placed in the top half of the Fund’s peer group and had underperformed the Fund’s benchmark index by an amount approximately equal to Fund fees and expenses for the one-, three-, five-, and ten-year periods ended March 31, 2016.

Costs of Services Provided.

The Trustees reviewed the terms of the Sub-Advisory Agreement, including the fee schedule for the Sub-Adviser. They considered the breakpoints in the sub-advisory fee rate payable under the Sub-Advisory Agreement at the following annual percentage rates of the average daily net assets of the Fund:

 

Average Daily Net Assets    Sub-Advisory Fee Annual Rate  

First $50 Million

     0.030

Next $200 Million

     0.020

Next $750 Million

     0.010

Over $1 Billion

     0.008

 

75


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Statement Regarding Basis for Approval of Management Agreements (Unaudited) (continued)

 

The Trustees noted that the Sub-Adviser’s compensation is paid by the Investment Adviser, not by the Fund, and that the retention of the Sub-Adviser does not increase the fees incurred by the Fund for advisory services. They noted that the Investment Adviser believes that the relationship between the management fees paid by the Fund and the sub-advisory fees paid by the Investment Adviser is appropriate given the level of services the Investment Adviser provides to the Fund and the significant differences in cost drivers and risks associated with the respective services offered by the Investment Adviser and the Sub-Adviser, as well as the management fee waivers and expense limitations that substantially reduce the fees retained by the Investment Adviser.

Conclusion

After deliberation and consideration of the information provided, the Trustees concluded that the sub-advisory fee to be paid by the Investment Adviser to the Sub-Adviser with respect to the Equity Index Fund is reasonable in light of the services to be provided by the Sub-Adviser and the Fund’s reasonably foreseeable asset levels, and that the Sub-Advisory Agreement with respect to the Equity Index Fund should be approved and continued until June 30, 2017.

 

76


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels   Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York, New York 10282

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

References to indices, benchmarks or other measures of relative market performance over a specified period of time are provided for your information only and do not imply that the portfolio will achieve similar results. The index composition may not reflect the manner in which a portfolio is constructed. While an adviser seeks to design a portfolio which reflects appropriate risk and return features, portfolio characteristics may deviate from those of the benchmark.

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

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

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

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

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

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

© 2016 Goldman Sachs. All rights reserved.

VITMLTISAR-16/58888-TMPL-08/2016/19.3K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Small Cap Equity Insights Fund

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Quantitative Investment Strategies Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Small Cap Equity Insights Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated cumulative total returns of 3.19% and 3.13%, respectively. These returns compare to the -2.22% cumulative total return of the Fund’s benchmark, the Russell 2000® Index (with dividends reinvested) (the “Russell Index”) during the same time period.

What economic and market factors most influenced the equity markets as a whole during the annual period?

Representing the U.S. equity market, the S&P 500® Index gained 3.84% during the Reporting Period.

As the Reporting Period began in January 2016, U.S. equities were embroiled in a global rout, triggered by investor concerns about an intensifying economic slowdown in China and exacerbated by an oil price plunge. Following a December 2015 interest rate hike, the January 2016 Federal Reserve (“Fed”) statement acknowledged these external risks and tightening financial conditions. U.S. equities stabilized in February 2016, as market sentiment improved on the more dovish tone set by global central banks. (Dovish language tends to suggest lower interest rates.) U.S. equities were also supported by stronger economic data, rallying as fourth quarter U.S. Gross Domestic Product (“GDP”) came in above consensus expectations. In March 2016, the Fed kept interest rates on hold and surprised on the dovish side, reducing its forecast to two interest rate hikes in 2016, down from four. Along with receding global economic concerns, we believe this helped to drive a recovery in U.S. equities. Released in March 2016, February 2016 unemployment data came in ahead of market consensus, with unemployment steady at 4.9% in spite of higher participation rates and declining underemployment.

Following the rebound in March 2016, market sentiment appeared to remain sanguine in April 2016, as oil prices rose and China’s economic growth concerns abated. U.S. equities fell near the end of the month as investors were disappointed by a lack of additional stimulus from the Bank of Japan and by a weaker than consensus expected first quarter U.S. GDP rate of 0.5%. Hawkish Fed minutes released in May 2016 temporarily revived market expectations for a Fed interest rate hike in June 2016, but weaker than expected May 2016 payroll data subsequently drove such expectations lower. (Hawkish language tends to suggest higher interest rates; opposite of dovish.) The Fed ultimately held interest rates steady in June 2016 and signaled a slower pace of hikes, acknowledging the slowdown in the labor market. Markets were otherwise dominated in June 2016 by the U.K. referendum on membership in the European Union, popularly known as Brexit. U.S. equities sold off in the global risk-off, or heightened risk averse, sentiment in June 2016 following the surprise “leave” result. Markets rebounded in the latter days of the month owing to improving risk sentiment as markets digested the Brexit vote outcome and on dovish remarks from Bank of England Governor Carney.

For the Reporting Period overall, telecommunication services and utilities were the best performing sectors in the S&P 500 Index by a wide margin. Energy and consumer staples also posted double-digit gains. The energy sector was the largest positive contributor to S&P 500 Index returns, as measured by weight times performance. The weakest performing sectors in the S&P 500 Index during the Reporting Period were financials and information technology, the only two to post negative absolute returns, followed by consumer discretionary and health care, which were also weak but generated modestly positive returns during the Reporting Period.

Within the U.S. equity market, there was significant disparity in performance not only among sectors but also among the various capitalization and style segments. While all capitalization segments posted positive returns, mid-cap stocks, as measured by the Russell Midcap® Index, performed best, followed by large-cap stocks, as measured by the Russell 1000® Index, and then, small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, value-oriented stocks significantly outpaced growth-oriented stocks across the capitalization spectrum. Value outperformed relative to growth during the Reporting Period primarily due to weaker performance of the growth-oriented health care sector. (All as measured by the Russell Investments indices.)

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

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

During the Reporting Period, the Fund outperformed the Russell Index on a relative basis. Stock section driven by our quantitative model and three of its six investment themes contributed positively to relative returns.

What impact did the Fund’s investment themes have on performance during the Reporting Period?

As expected, and in keeping with our investment approach, our quantitative model and its six investment themes — Valuation, Profitability, Quality, Management, Momentum and Sentiment — had the greatest impact on relative performance. We use these themes to take a long-term view of market patterns and look for inefficiencies, selecting stocks for the Fund and overweighting or underweighting the ones chosen by the model. Over time and by design, the performance of any one of the model’s investment themes tends to have a low correlation with the model’s other themes, demonstrating the diversification benefit of the Fund’s theme-driven quantitative model. The variance in performance supports our research indicating that the diversification provided by the Fund’s different investment themes is a significant investment advantage over the long term, even though the Fund may experience underperformance in the short term. Of course, diversification does not protect an investor from market risk nor does it ensure a profit.

During the Reporting Period, three of our six investment themes contributed positively to the Fund’s relative performance. The Quality and Sentiment themes contributed most positively to relative performance, followed by Momentum. The Quality theme assesses both firm and financial quality. The Sentiment theme reflects selected investment views and decisions of individuals and financial intermediaries. The Momentum theme seeks to predict drifts in stock prices caused by delayed investor reaction to company-specific information and information about related companies.

The Fund’s Valuation theme detracted most from the Fund’s relative performance, followed by Management. Valuation attempts to capture potential mispricings of securities, typically by comparing a measure of the company’s intrinsic value to its market value. The Management theme assesses the characteristics, policies and strategic decisions of company management.

The Profitability theme had a rather neutral effect on the Fund’s relative performance during the Reporting Period. The Profitability theme assesses whether a company is earning more than its cost of capital.

How did the Fund’s sector and industry allocations affect relative performance?

In constructing the Fund’s portfolio, we focus on picking stocks rather than making industry or sector bets. Consequently, the Fund is similar to its benchmark, the Russell Index, in terms of its sector allocation and style. We manage the Fund’s industry and sector exposure by including industry factors in our risk model and by explicitly penalizing industry and sector deviations from the benchmark index in optimization. Sector weights or changes in weights generally do not have a meaningful impact on relative performance.

Did stock selection help or hurt Fund performance during the Reporting Period?

We seek to outpace the Russell Index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. We also build positions based on our thematic views. For example, the Fund aims to hold a basket of stocks with more favorable Momentum characteristics than the benchmark index. During the Reporting Period, stock selection overall contributed positively to the Fund’s relative performance.

Security selection in the industrials, health care and financials sectors contributed most positively to the Fund’s relative returns. Stock selection in materials, energy and telecommunication services detracted most from the Fund’s results relative to the Russell Index during the Reporting Period.

Which individual stock positions contributed the most to the Fund’s relative returns during the Reporting Period?

The Fund benefited most from overweight positions in commercial printer Quad/Graphics, utilities company Talen Energy and data center real estate investment trust CoreSite Realty. We chose to overweight Quad/Graphics because of our positive views on Quality and Value. Our positive views on Momentum and Value led us to overweight Talen Energy. The Fund was overweight CoreSite Realty due to our positive views on Momentum and Quality.

Which individual positions detracted from the Fund’s results during the Reporting Period?

Detracting most from the Fund’s results relative to its benchmark index were overweight positions in biopharmaceutical company Halozyme Therapeutics, oil refiner and marketer Alon USA Energy and insurance company American Equity Investment Life Holding Company. The Fund was overweight Halozyme Therapeutics due to our positive views on Quality and Profitability. Our

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

positive views on Value and Momentum led us to overweight Alon USA Energy. We chose to overweight American Equity Investment Life Holding Company because of our positive view on Value.

How did the Fund use derivatives during the Reporting Period?

During the Reporting Period, we did not use derivatives as part of an active management strategy to add value to the Fund’s results. However, we used equity index futures contracts, on an opportunistic basis, to equitize the Fund’s excess cash holdings. In other words, we put the Fund’s excess cash holdings to work by using them as collateral for the purchase of stock futures. The use of these futures contracts did not have a material impact on the Fund’s performance during the Reporting Period.

Did you make any enhancements to your quantitative models during the Reporting Period?

We continuously look for ways to improve our investment process. We made no significant changes to our quantitative models during the first quarter of 2016. In the second quarter of 2016, we made a number of enhancements across a variety of investment themes.

We enhanced the Profitability theme for stocks within developed markets by introducing a factor that evaluates the geographic exposure of companies by tracking the physical locations of their branches, outlets and subsidiaries. We believe that a company with a footprint in growing parts of the world is better positioned relative to a company with a footprint in contracting parts. We are able to estimate this factor for more than 5,500 companies globally, which have more than one million subsidiaries spread across more than 47,000 cities in more than 200 countries. This extends our analysis of a company’s global footprint, which has focused historically on their revenue mix across markets.

In the U.S. investment region, we enhanced the Momentum theme by introducing a signal that evaluates linkages embedded within companies’ web pages. Embedded linkages are effective indicators of the similarity of the underlying businesses of companies across a variety of sectors, such as retail, media, hospitality, software, banks, airlines, etc.

We have undertaken research of various Environment, Social and Governance (“ESG”) metrics and their ability to forecast returns. We have enhanced our models with the following ESG related metrics:

 

n   Within the Quality theme in the U.S. and Europe investment regions, we have introduced an environmental impact factor. The factor measures the amount of environmental resources consumed to produce a unit of output for more than 2,000 companies. This factor helps to strategically tilt towards companies with a favorable environmental profile.

 

n   Within the Momentum theme in the U.S. investment region, we have introduced the ESG topic signal. We use natural language processing techniques to read through more than 24,000 articles, collected since 1999, on Corporate Social Responsibility (“CSR”) activities to identify economic linkages among more than 1,000 companies. The signal aims to identify companies linked to each other by such common CSR themes and can dynamically adjust our positions accordingly.

What was the Fund’s sector positioning relative to its benchmark index at the end of the Reporting Period?

As of June 30, 2016, the Fund was overweight the industrials, materials and consumer discretionary sectors relative to the Russell Index. The Fund was underweight information technology, financials, consumer staples and utilities and was rather neutrally weighted in telecommunication services, health care and energy compared to the benchmark index on the same date.

Were there any changes to the Fund’s portfolio management team during the Reporting Period?

On February 5, 2016, Ron Hua, Chief Investment Officer of Equity Alpha Strategies for the Quantitative Investment Strategies (“QIS”) Team, announced his intention to retire from Goldman Sachs Asset Management, L.P. (“GSAM”). As such, effective that date, Mr. Hua no longer had portfolio management responsibility for the Fund.

Ron’s responsibilities were assumed by Armen Avanessians, Managing Director and Chief Investment Officer of GSAM’s QIS Team. The senior portfolio management team for the Fund remained Osman Ali, Len Ioffe and Dennis Walsh, each a Managing Director. Dennis Walsh continues to head research and portfolio management for the Fund. Len Ioffe continues to head portfolio implementation, and Osman Ali continues to head client strategy. Armen Avanessians continues to oversee all QIS strategies globally. Gary Chropuvka, Managing Director, continues to head QIS client strategy efforts globally.

As always, the QIS platform is organized into a series of specialist portfolio management teams that focus on generating and implementing investment ideas within their area of expertise. Investment decisions are made by these portfolio management teams, rather than by one portfolio manager or committee. Ultimate accountability for the Fund resides with the senior portfolio managers dedicated to each Team strategy, who oversee their respective research, portfolio management and implementation processes.

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

In all, during the Reporting Period, one Vice President joined the Equity Alpha team and one Managing Director and five Vice Presidents left the Equity Alpha team. QIS employs a globally integrated team of more than 90 professionals, with an additional 90-plus professionals dedicated to trading, information technology and development of analytical tools.

What is your strategy going forward for the Fund?

Looking ahead, we continue to believe that less expensive stocks should outpace more expensive stocks, and stocks with good momentum are likely to outperform those with poor momentum. We intend to maintain our focus on seeking companies about which fundamental research analysts are becoming more positive as well as profitable companies with sustainable earnings and a track record of using their capital to enhance shareholder value. As such, we anticipate remaining fully invested with long-term performance likely to be the result of stock selection rather than sector or capitalization allocations.

We stand behind our investment philosophy that sound economic investment principles, coupled with a disciplined quantitative approach, can provide strong, uncorrelated returns over the long term. Our research agenda is robust, and we continue to enhance our existing models, add new proprietary forecasting signals and improve our trading execution as we seek to provide the most value to our shareholders.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Index Definitions

The Russell 2000® Index (with dividends reinvested) is an unmanaged index of common stock prices that measures the performance of the 2000 smallest companies in the Russell 3000® Index. The figures for the Index do not include any deduction for fees, expenses or taxes. It is not possible to invest directly in an index.

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

The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which represent approximately 25% of the total market capitalization of the Russell 1000 Index. It is not possible to invest directly in an index.

The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000® Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index. It is not possible to invest directly in an index.

 

5


FUND BASICS

 

Small Cap Equity Insights Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      -3.17      8.88      4.97      6.10    2/13/98
Service      -3.41         8.61         N/A         6.04       8/31/07

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.81      0.99
Service        1.06         1.24   

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 6/30/163,4

 

 

Holding      % of Net Assets        Line of Business
First Industrial Realty Trust, Inc. (REIT)        0.9%         Real Estate
EMCOR Group, Inc.        0.9        Capital Goods
CoreSite Realty Corp. (REIT)        0.8        Real Estate
PS Business Parks, Inc. (REIT)        0.8        Real Estate
Mack-Cali Realty Corp. (REIT)        0.8        Real Estate
Prestige Brands Holdings, Inc.        0.8        Pharmaceuticals, Biotechnology & Life Sciences
ALLETE, Inc.        0.8        Utilities
Southwest Gas Corp.        0.7        Utilities
ManTech International Corp. Class A        0.7        Software & Services
Prosperity Bancshares, Inc.        0.7        Banks

 

3  The top 10 holdings may not be representative of the Fund’s future investments.
4  The Fund’s overall top ten holdings differ from the table above due to the exclusion of the Goldman Sachs Financial Square Money Market Fund (a securities lending reinvestment vehicle) which represents 3.1% of the Fund’s net assets as of 06/30/2016.

 

6


FUND BASICS

 

FUND VS. BENCHMARK SECTOR ALLOCATIONS5

As of June 30, 2016

 

 

 

LOGO

 

 

 

5  The Fund is actively managed and, as such, its composition may differ over time. Consequently, the Fund’s overall sector allocations may differ from percentages contained in the graph above. The graph categorizes investments using Global Industry Classification Standard (“GICS”), however, the sector classifications used by the portfolio management team may differ from GICS. The percentage shown for each investment category reflects the value of investments in that category as a percentage of total market value (excluding investments in the securities lending reinvestment vehicle, if any). Underlying sector allocations of Exchange Traded Funds and Investment Companies held by the Fund are not reflected in the graph above. Investments in the securities lending reinvestment vehicle represented 3.1% of the Fund’s net assets at June 30, 2016. The graph depicts the Fund’s investments but may not represent the Fund’s market exposure due to the exclusion of certain derivatives, if any, as listed in the Additional Investment Information section of the Schedule of Investments.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Shares

     Description    Value  
  Common Stocks – 97.3%   

 

Automobiles & Components – 2.3%

  

  7,461       Cooper Tire & Rubber Co.    $ 222,487   
  2,104       Cooper-Standard Holding, Inc.*      166,195   
  23,366       Dana Holding Corp.      246,745   
  7,429       Drew Industries, Inc.      630,276   
  26,323       Modine Manufacturing Co.*      231,642   
  11,774       Superior Industries International, Inc.      315,308   
  1,426       Tenneco, Inc.*      66,466   
  8,036       Tower International, Inc.      165,381   
     

 

 

 
          2,044,500   

 

 

 

 

Banks – 9.5%

  

  15,213       Bank of the Ozarks, Inc.      570,792   
  9,561       Beneficial Bancorp, Inc.*      121,616   
  1,258       Berkshire Hills Bancorp, Inc.      33,865   
  20,114       BofI Holding, Inc.*(a)      356,219   
  30,791       Brookline Bancorp, Inc.      339,625   
  4,365       Capitol Federal Financial, Inc.      60,892   
  24,226       Central Pacific Financial Corp.      571,734   
  39,573       CVB Financial Corp.      648,601   
  28,072       Dime Community Bancshares, Inc.      477,505   
  10,483       FCB Financial Holdings, Inc. Class A*      356,422   
  1,976       First Busey Corp.      42,267   
  797       First Citizens BancShares, Inc. Class A      206,351   
  5,288       First Interstate BancSystem, Inc. Class A      148,593   
  31,888       First Midwest Bancorp, Inc.      559,953   
  1,439       Flagstar Bancorp, Inc.*      35,126   
  4,289       FNB Corp.      53,784   
  1,263       Glacier Bancorp, Inc.      33,571   
  6,808       Hanmi Financial Corp.      159,920   
  1,411       Hilltop Holdings, Inc.*      29,617   
  1,434       Home BancShares, Inc.      28,379   
  10,692       IBERIABANK Corp.      638,633   
  5,071       International Bancshares Corp.      132,302   
  41,915       OFG Bancorp      347,894   
  18,103       Old National Bancorp      226,831   
  18,763       Oritani Financial Corp.      300,020   
  13,550       PrivateBancorp, Inc.      596,606   
  12,798       Prosperity Bancshares, Inc.      652,570   
  24,454       Radian Group, Inc.      254,811   
  941       Renasant Corp.      30,423   
  7,450       Umpqua Holdings Corp.      115,251   
  14,087       United Community Banks, Inc.      257,651   
  6,563       Walker & Dunlop, Inc.*      149,505   
  1,627       WSFS Financial Corp.      52,373   
     

 

 

 
        8,589,702   

 

 

 

 

Capital Goods – 10.9%

  

  27,208       Aegion Corp.*      530,828   
  6,659       Altra Industrial Motion Corp.      179,660   
  13,157       Applied Industrial Technologies, Inc.      593,907   
  9,459       Astec Industries, Inc.      531,123   
  9,523       AZZ, Inc.      571,190   
  3,767       Babcock & Wilcox Enterprises, Inc.*      55,337   
  1,664       Briggs & Stratton Corp.      35,243   

 

 

 
  Common Stocks – (continued)   

 

Capital Goods – (continued)

  

  1,910       CLARCOR, Inc.    $ 116,185   
  11,615       Comfort Systems USA, Inc.      378,301   
  9,523       Continental Building Products, Inc.*      211,696   
  5,618       Curtiss-Wright Corp.      473,316   
  24,076       DigitalGlobe, Inc.*      514,986   
  6,629       Ducommun, Inc.*      131,122   
  15,747       EMCOR Group, Inc.      775,697   
  4,520       Esterline Technologies Corp.*      280,421   
  32,049       Federal Signal Corp.      412,791   
  27,446       General Cable Corp.      348,839   
  9,154       Granite Construction, Inc.      416,965   
  14,910       H&E Equipment Services, Inc.      283,737   
  5,045       Hyster-Yale Materials Handling, Inc.      300,127   
  5,240       Kadant, Inc.      269,912   
  3,332       Kennametal, Inc.      73,670   
  20,835       LSI Industries, Inc.      230,643   
  8,315       Miller Industries, Inc.      171,206   
  19,138       MRC Global, Inc.*      271,951   
  1,854       NOW, Inc.*      33,632   
  2,298       Standex International Corp.      189,884   
  1,259       Tennant Co.      67,822   
  5,076       The Manitowoc Co., Inc.      27,664   
  6,940       Universal Forest Products, Inc.      643,269   
  45,911       Wabash National Corp.*      583,070   
  3,005       Woodward, Inc.      173,208   
     

 

 

 
          9,877,402   

 

 

 

 

Commercial & Professional Services – 5.2%

  

  19,026       Brady Corp. Class A      581,434   
  6,923       Essendant, Inc.      211,567   
  983       G&K Services, Inc. Class A      75,268   
  8,302       Heidrick & Struggles International, Inc.      140,138   
  2,628       Herman Miller, Inc.      78,551   
  2,740       HNI Corp.      127,383   
  6,357       Huron Consulting Group, Inc.*      384,090   
  7,235       Insperity, Inc.      558,759   
  32,194       Kimball International, Inc. Class B      366,368   
  16,296       Knoll, Inc.      395,667   
  1,208       McGrath RentCorp      36,953   
  26,496       Quad/Graphics, Inc.      617,092   
  6,998       RPX Corp.*      64,172   
  2,308       The Advisory Board Co.*      81,680   
  13,435       The Brink’s Co.      382,763   
  3,684       TriNet Group, Inc.*      76,590   
  8,568       WageWorks, Inc.*      512,452   
     

 

 

 
        4,690,927   

 

 

 

 

Consumer Durables & Apparel – 2.6%

  

  4,424       Cavco Industries, Inc.*      414,529   
  4,169       Columbia Sportswear Co.      239,884   
  2,729       CSS Industries, Inc.      73,165   
  1,258       Deckers Outdoor Corp.*      72,360   
  16,403       Ethan Allen Interiors, Inc.      541,955   
  3,014       G-III Apparel Group Ltd.*      137,800   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

 

Shares

     Description    Value  
  Common Stocks – (continued)   

 

Consumer Durables & Apparel – (continued)

  

  4,688       Helen of Troy Ltd.*    $ 482,114   
  1,083       La-Z-Boy, Inc.      30,129   
  7,800       Smith & Wesson Holding Corp.*      212,004   
  732       Sturm, Ruger & Co., Inc.(a)      46,855   
  3,689       TopBuild Corp.*      133,542   
     

 

 

 
          2,384,337   

 

 

 

 

Consumer Services – 4.8%

  

  8,121       BJ’s Restaurants, Inc.*      355,943   
  3,327       Bloomin’ Brands, Inc.      59,454   
  12,746       Bob Evans Farms, Inc./DE      483,711   
  27,934       Boyd Gaming Corp.*      513,986   
  19,200       Bridgepoint Education, Inc.*      139,008   
  4,374       Bright Horizons Family Solutions, Inc.*      290,040   
  3,172       Capella Education Co.      166,974   
  423       Churchill Downs, Inc.      53,450   
  6,073       DeVry Education Group, Inc.(a)      108,342   
  11,305       Houghton Mifflin Harcourt Co.*      176,697   
  1,178       International Speedway Corp. Class A      39,404   
  9,513       Isle of Capri Casinos, Inc.*      174,278   
  29,727       K12, Inc.*      371,290   
  6,737       La Quinta Holdings, Inc.*      76,802   
  7,248       Penn National Gaming, Inc.*      101,110   
  15,574       Pinnacle Entertainment, Inc.*      172,560   
  37,050       Regis Corp.*      461,273   
  7,312       SeaWorld Entertainment, Inc.(a)      104,781   
  19,528       Sonic Corp.      528,232   
     

 

 

 
        4,377,335   

 

 

 

 

Diversified Financials – 2.4%

  

  1,725       Cash America International, Inc.      73,520   
  9,544       Cohen & Steers, Inc.      385,959   
  677       Diamond Hill Investment Group, Inc.      127,560   
  51,266       EZCORP, Inc. Class A*      387,571   
  6,262       GAMCO Investors, Inc. Class A      205,206   
  13,896       Investment Technology Group, Inc.      232,341   
  2,735       Nelnet, Inc. Class A      95,041   
  5,134       OM Asset Management PLC      68,539   
  12,518       Piper Jaffray Companies*      471,929   
  17,755       WisdomTree Investments, Inc.(a)      173,821   
     

 

 

 
        2,221,487   

 

 

 

 

Energy – 3.3%

  

  28,965       Alon USA Energy, Inc.      187,693   
  37,203       Callon Petroleum Co.*      417,790   
  4,742       Carrizo Oil & Gas, Inc.*      170,001   
  12,545       Denbury Resources, Inc.*      45,036   
  22,261       DHT Holdings, Inc.      111,973   
  14,167       Gener8 Maritime, Inc.*      90,669   
  9,477       Matador Resources Co.*(a)      187,645   
  40,507       McDermott International, Inc.*      200,105   
  47,210       Oasis Petroleum, Inc.*      440,941   
  6,625       Oil States International, Inc.*      217,830   
  7,145       PDC Energy, Inc.*      411,623   

 

 

 
  Common Stocks – (continued)   

 

Energy – (continued)

  

  50,549       Pioneer Energy Services Corp.*    $ 232,525   
  2,415       REX American Resources Corp.*      144,489   
  1,302       RSP Permian, Inc.*      45,427   
  6,562       Scorpio Tankers, Inc.      27,560   
  10,649       Seadrill Ltd.*      34,503   
  4,689       Unit Corp.*      72,961   
     

 

 

 
        3,038,771   

 

 

 

 

Food & Staples Retailing – 0.1%

  

  3,057       SpartanNash Co.      93,483   

 

 

 

 

Food, Beverage & Tobacco – 1.3%

  

  4,263       Calavo Growers, Inc.      285,621   
  7,013       Fresh Del Monte Produce, Inc.      381,718   
  1,583       John B Sanfilippo & Son, Inc.      67,483   
  2,640       The Boston Beer Co., Inc. Class A*      451,519   
     

 

 

 
          1,186,341   

 

 

 

 

Health Care Equipment & Services – 5.5%

  

  771       Amedisys, Inc.*      38,920   
  440       Atrion Corp.      188,258   
  8,597       Cantel Medical Corp.      590,872   
  6,461       Cynosure, Inc. Class A*      314,295   
  1,203       Globus Medical, Inc. Class A*      28,668   
  2,502       HMS Holdings Corp.*      44,060   
  5,590       ICU Medical, Inc.*      630,273   
  1,101       Inogen, Inc.*      55,171   
  1,528       Insulet Corp.*      46,207   
  12,055       Invacare Corp.      146,227   
  8,374       Magellan Health, Inc.*      550,758   
  11,005       Masimo Corp.*      577,928   
  8,033       Merit Medical Systems, Inc.*      159,294   
  2,085       Molina Healthcare, Inc.*      104,042   
  10,622       Natus Medical, Inc.*      401,512   
  2,796       NuVasive, Inc.*      166,977   
  12,896       Owens & Minor, Inc.      482,052   
  13,615       Triple-S Management Corp. Class B*      332,614   
     

 

 

 
        4,858,128   

 

 

 

 

Household & Personal Products – 0.1%

  

  2,355       Central Garden & Pet Co. Class A*      51,127   

 

 

 

 

Insurance – 1.8%

  

  38,126       American Equity Investment Life Holding Co.      543,295   
  12,478       Argo Group International Holdings Ltd.      647,629   
  34,111       Maiden Holdings Ltd.      417,519   
  716       United Fire Group, Inc.      30,380   
     

 

 

 
        1,638,823   

 

 

 

 

Materials – 6.1%

  

  35,490       AK Steel Holding Corp.*(a)      165,383   
  7,207       Carpenter Technology Corp.      237,326   
  20,887       Chemtura Corp.*      550,999   
  434       Clearwater Paper Corp.*      28,371   
  37,899       Commercial Metals Co.      640,493   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

Shares

     Description    Value  
  Common Stocks – (continued)   

 

Materials – (continued)

  

  8,870       FutureFuel Corp.    $ 96,506   
  12,320       HB Fuller Co.      541,957   
  10,858       Innophos Holdings, Inc.      458,316   
  10,112       Materion Corp.      250,373   
  9,650       Minerals Technologies, Inc.      548,120   
  17,334       PolyOne Corp.      610,850   
  25,163       Schnitzer Steel Industries, Inc. Class A      442,869   
  1,438       Schweitzer-Mauduit International, Inc.      50,733   
  4,828       Stepan Co.      287,411   
  3,605       Trinseo SA*(a)      154,763   
  1,984       US Concrete, Inc.*      120,845   
  9,063       Worthington Industries, Inc.      383,365   
     

 

 

 
          5,568,680   

 

 

 

 

Media – 0.3%

  

  7,952       Gannett Co., Inc.      109,817   
  1,056       Meredith Corp.      54,817   
  5,630       New Media Investment Group, Inc.      101,734   
     

 

 

 
        266,368   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 8.2%

  

  6,028       Acceleron Pharma, Inc.*      204,831   
  12,906       Achillion Pharmaceuticals, Inc.*      100,667   
  17,912       Acorda Therapeutics, Inc.*      456,845   
  726       Cambrex Corp.*      37,556   
  4,397       Catalent, Inc.*      101,087   
  3,133       Celator Pharmaceuticals, Inc.*      94,554   
  20,933       Cepheid, Inc.*      643,690   
  12,529       Emergent BioSolutions, Inc.*      352,315   
  32,412       Exelixis, Inc.*(a)      253,138   
  11,143       FibroGen, Inc.*      182,857   
  6,412       Five Prime Therapeutics, Inc.*      265,136   
  11,066       Genomic Health, Inc.*      286,554   
  25,547       Halozyme Therapeutics, Inc.*(a)      220,471   
  13,271       Impax Laboratories, Inc.*      382,470   
  1,548       INC Research Holdings, Inc. Class A*      59,025   
  6,414       Insys Therapeutics, Inc.*(a)      82,997   
  20,825       Ironwood Pharmaceuticals, Inc.*      272,287   
  3,699       Lexicon Pharmaceuticals, Inc.*(a)      53,081   
  16,046       MiMedx Group, Inc.*(a)      128,047   
  2,908       Momenta Pharmaceuticals, Inc.*      31,406   
  18,684       Myriad Genetics, Inc.*      571,730   
  3,486       Ophthotech Corp.*      177,891   
  1,217       Pacira Pharmaceuticals, Inc.*      41,049   
  87,665       PDL BioPharma, Inc.      275,268   
  11,691       Phibro Animal Health Corp. Class A      218,154   
  13,075       Prestige Brands Holdings, Inc.*      724,355   
  4,198       Prothena Corp. PLC*(a)      146,762   
  1,302       Puma Biotechnology, Inc.*      38,787   
  21,086       Repligen Corp.*      576,913   
  9,072       Sagent Pharmaceuticals, Inc.*      135,899   
  25,949       SciClone Pharmaceuticals, Inc.*      338,894   
  1,559       Ultragenyx Pharmaceutical, Inc.*      76,251   
     

 

 

 
        7,530,967   

 

 

 
  Common Stocks – (continued)   

 

Real Estate – 9.1%

  

  4,315       Alexander & Baldwin, Inc.    $ 155,944   
  34,949       American Capital Mortgage Investment Corp. (REIT)      551,845   
  115,864       Anworth Mortgage Asset Corp. (REIT)(b)      544,561   
  6,314       ARMOUR Residential REIT, Inc. (REIT)(a)      126,280   
  17,850       CBL & Associates Properties, Inc. (REIT)      166,184   
  3,133       Chesapeake Lodging Trust (REIT)      72,842   
  8,490       CoreSite Realty Corp. (REIT)      752,978   
  51,449       Cousins Properties, Inc. (REIT)      535,070   
  9,554       DuPont Fabros Technology, Inc. (REIT)         454,197   
  8,102       FelCor Lodging Trust, Inc. (REIT)      50,475   
  28,677       First Industrial Realty Trust, Inc. (REIT)      797,794   
  20,827       Hudson Pacific Properties, Inc. (REIT)      607,732   
  5,195       InfraREIT, Inc. (REIT)      91,120   
  32,572       Invesco Mortgage Capital, Inc. (REIT)      445,911   
  26,866       Mack-Cali Realty Corp. (REIT)      725,382   
  17,699       Pennsylvania Real Estate Investment Trust (REIT)      379,644   
  6,863       PS Business Parks, Inc. (REIT)      728,027   
  4,332       RE/MAX Holdings, Inc. Class A      174,406   
  5,703       Summit Hotel Properties, Inc. (REIT)      75,508   
  12,185       The GEO Group, Inc. (REIT)      416,483   
  27,703       Western Asset Mortgage Capital Corp. (REIT)(a)      260,131   
  13,458       WP Glimcher, Inc. (REIT)      150,595   
     

 

 

 
        8,263,109   

 

 

 

 

Retailing – 4.7%

  

  3,639       Aaron’s, Inc.      79,658   
  5,412       Abercrombie & Fitch Co. Class A      96,388   
  19,072       American Eagle Outfitters, Inc.(a)      303,817   
  7,775       Asbury Automotive Group, Inc.*      410,053   
  1,879       Big Lots, Inc.      94,157   
  3,492       Caleres, Inc.      84,541   
  3,752       Core-Mark Holding Co., Inc.      175,819   
  2,225       FTD Companies, Inc.*      55,536   
  2,448       GNC Holdings, Inc. Class A      59,462   
  9,576       Group 1 Automotive, Inc.      472,671   
  1,662       HSN, Inc.      81,322   
  16,051       Liberty TripAdvisor Holdings, Inc. Class A*      351,196   
  929       Lithia Motors, Inc. Class A      66,024   
  5,205       Outerwall, Inc.(a)      218,610   
  9,172       Pier 1 Imports, Inc.(a)      47,144   
  20,008       Rent-A-Center, Inc.      245,698   
  10,526       Shutterfly, Inc.*      490,617   
  11,646       Stage Stores, Inc.      56,832   
  15,126       The Cato Corp. Class A      570,553   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

 

Shares

     Description    Value  
  Common Stocks – (continued)   

 

Retailing – (continued)

  

  13,512       The Finish Line, Inc. Class A    $ 272,807   
     

 

 

 
        4,232,905   

 

 

 

 

Semiconductors & Semiconductor Equipment – 3.1%

  

  16,625       Advanced Energy Industries, Inc.*      631,085   
  7,148       Cabot Microelectronics Corp.      302,646   
  3,862       Cavium, Inc.*      149,073   
  5,559       Entegris, Inc.*      80,439   
  6,845       Inphi Corp.*      219,246   
  3,299       MaxLinear, Inc. Class A*      59,316   
  15,030       MKS Instruments, Inc.      647,192   
  51,619       Photronics, Inc.*      459,925   
  3,287       Power Integrations, Inc.      164,580   
  827       Synaptics, Inc.*      44,451   
  1,257       Tessera Technologies, Inc.      38,515   
     

 

 

 
          2,796,468   

 

 

 

 

Software & Services – 6.5%

  

  1,906       Acxiom Corp.*      41,913   
  25,473       Bankrate, Inc.*      190,538   
  1,059       Blackbaud, Inc.      71,906   
  3,652       Bottomline Technologies de, Inc.*      78,627   
  8,088       CommVault Systems, Inc.*      349,321   
  4,856       Cornerstone OnDemand, Inc.*      184,819   
  764       CSG Systems International, Inc.      30,797   
  14,255       Cvent, Inc.*      509,189   
  387       Demandware, Inc.*      28,986   
  86,569       EarthLink Holdings Corp.      554,042   
  16,940       EVERTEC, Inc.      263,248   
  1,103       Fleetmatics Group PLC*      47,793   
  1,908       Imperva, Inc.*      82,063   
  3,148       inContact, Inc.*      43,600   
  4,026       Infoblox, Inc.*      75,528   
  674       j2 Global, Inc.      42,577   
  3,795       LogMeIn, Inc.*      240,717   
  17,831       ManTech International Corp. Class A      674,368   
  19,803       Marchex, Inc. Class B*      62,973   
  23,322       Mentor Graphics Corp.      495,826   
  3,219       MicroStrategy, Inc. Class A*      563,389   
  11,704       Monster Worldwide, Inc.*      27,972   
  3,916       New Relic, Inc.*(a)      115,052   
  13,677       NIC, Inc.      300,073   
  3,406       Pegasystems, Inc.      91,792   
  7,763       QAD, Inc. Class A      149,593   
  4,281       Qualys, Inc.*      127,617   
  6,222       RealPage, Inc.*      138,937   
  3,873       RingCentral, Inc. Class A*      76,376   
  6,545       Synchronoss Technologies, Inc.*      208,524   
     

 

 

 
        5,868,156   

 

 

 

 

Technology Hardware & Equipment – 4.8%

  

  3,325       Belden, Inc.      200,730   
  24,723       Benchmark Electronics, Inc.*      522,891   
  8,863       Calix, Inc.*      61,243   

 

 

 
  Common Stocks – (continued)   

 

Technology Hardware & Equipment – (continued)

  

  4,854       Ciena Corp.*    $ 91,012   
  14,993       Cray, Inc.*      448,591   
  1,661       Finisar Corp.*      29,084   
  7,529       II-VI, Inc.*      141,244   
  6,340       Infinera Corp.*      71,515   
  18,470       Insight Enterprises, Inc.*      480,220   
  7,475       Ixia*      73,405   
  23,758       Kimball Electronics, Inc.*      295,787   
  6,088       Methode Electronics, Inc.      208,392   
  4,494       MTS Systems Corp.      197,017   
  11,246       NETGEAR, Inc.*           534,635   
  28,626       Polycom, Inc.*      322,043   
  915       Rogers Corp.*      55,907   
  2,865       ScanSource, Inc.*      106,320   
  5,805       ShoreTel, Inc.*      38,835   
  1,667       SYNNEX Corp.      158,065   
  946       Tech Data Corp.*      67,970   
  25,894       TTM Technologies, Inc.*      194,982   
  7,320       Viavi Solutions, Inc.*      48,532   
     

 

 

 
        4,348,420   

 

 

 

 

Telecommunication Services – 0.9%

  

  8,539       General Communication, Inc. Class A*      134,916   
  9,976       Spok Holdings, Inc.      191,190   
  81,933       Vonage Holdings Corp.*      499,792   
     

 

 

 
        825,898   

 

 

 

 

Transportation – 0.9%

  

  6,581       ArcBest Corp.      106,941   
  11,748       Hawaiian Holdings, Inc.*      445,954   
  3,626       Heartland Express, Inc.      63,056   
  4,859       Hub Group, Inc. Class A*      186,440   
     

 

 

 
        802,391   

 

 

 

 

Utilities – 2.9%

  

  10,887       ALLETE, Inc.      703,627   
  3,229       Dynegy, Inc.*      55,668   
  9,944       NorthWestern Corp.      627,168   
  5,791       ONE Gas, Inc.      385,623   
  3,397       Portland General Electric Co.      149,875   
  8,604       Southwest Gas Corp.      677,221   
     

 

 

 
        2,599,182   

 

 

 
  TOTAL COMMON STOCKS   
  (Cost $84,428,860)    $ 88,154,907   

 

 

 
     

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

Units

     Description    Value  
  Right – 0.0%   

 

Pharmaceuticals, Biotechnology & Life Sciences – 0.0%

  

  1,561       Shire PLC*    $ 2,365   
  (Cost $0)   

 

 

 
 
 
TOTAL INVESTMENTS BEFORE SECURITIES
LENDING REINVESTMENT VEHICLE
  
  (Cost $84,435,653)    $ 88,157,272   

 

 

 

 

Shares     

Distribution

Rate

   Value  
  Securities Lending Reinvestment Vehicle(c)(d) – 3.1%   

 
 

Goldman Sachs Financial Square Money Market Fund –
FST Institutional Shares

  
  

  2,843,469       0.397%    $ 2,843,469   
  (Cost $2,843,469)   

 

 

 
  TOTAL INVESTMENTS – 100.4%   
  (Cost $87,279,122)    $ 91,000,741   

 

 

 

 
 

LIABILITIES IN EXCESS OF
OTHER ASSETS – (0.4)%

     (397,974

 

 

 
  NET ASSETS – 100.0%    $ 90,602,767   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.
(a)   All or a portion of security is on loan.
(b)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.
(c)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2016.
(d)   Represents an affiliated issuer.

 

Investment Abbreviation:
REIT   —Real Estate Investment Trust

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At June 30, 2016, the Fund had the following futures contracts:

 

Type     

Number of

Contracts

Long (Short)

      

Expiration

Date

    

Current

Value

      

Unrealized

Gain (Loss)

 
Russell 2000 Mini Index        13         September 2016      $ 1,491,620         $ 4,090   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:    

Investments in unaffiliated issuers, at value (cost $84,435,653)(a)

   $ 88,157,272   

Investments in affiliated securities lending reinvestment vehicle, at value which equals cost

     2,843,469   

Cash

     2,473,499   

Receivables:

  

Due from custodian

     473,772   

Dividends

     120,113   

Reimbursement from investment adviser

     11,936   

Securities lending income

     2,423   

Fund shares sold

     1,010   

Variation margin on certain derivative contracts

     23,800   
Total assets      94,107,294   
  
Liabilities:    

Payables:

  

Payable upon return of securities loaned

     2,843,469   

Investments purchased

     472,649   

Fund shares redeemed

     65,714   

Management fees

     52,227   

Distribution and Service fees and Transfer Agency fees

     5,511   

Accrued expenses

     64,957   
Total liabilities      3,504,527   
  
Net Assets:    

Paid-in capital

     87,793,931   

Undistributed net investment income

     847,421   

Accumulated net realized loss

     (1,764,294

Net unrealized gain

     3,725,709   
NET ASSETS    $ 90,602,767   

Net Assets:

  

Institutional

   $ 71,010,378   

Service

     19,592,389   

Total Net Assets

   $ 90,602,767   

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

  

Institutional

     5,932,021   

Service

     1,648,929   

Net asset value, offering and redemption price per share:

  

Institutional

     $11.97   

Service

     11.88   

(a) Includes loaned securities having a market value of $2,784,827.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:  

Dividends (net of foreign taxes withheld of $673)

   $ 706,529   

Securities lending income — affiliated issuer

     18,097   
Total investment income      724,626   
  
Expenses:    

Management fees

     328,190   

Professional fees

     37,685   

Custody, accounting and administrative services

     29,209   

Printing and mailing costs

     28,177   

Distribution and Service fees — Service Shares

     23,401   

Trustee fees

     12,562   

Transfer Agency fees(a)

     8,751   

Other

     7,308   
Total expenses      475,283   

Less — expense reductions

     (96,571
Net expenses      378,712   
NET INVESTMENT INCOME      345,914   
  
Realized and unrealized gain (loss):    

Net realized gain (loss) from:

  

Investments

     (2,355,505

Futures contracts

     33,825   

Net change in unrealized gain (loss) on:

  

Investments

     4,692,648   

Futures contracts

     408   
Net realized and unrealized gain      2,371,376   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 2,717,290   

(a) Institutional and Service Shares incurred Transfer Agency fees of $6,879 and $1,872, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
 
     
From operations:  

Net investment income

   $ 345,914       $ 560,792   

Net realized gain (loss)

     (2,321,680      10,703,703   

Net change in unrealized gain (loss)

     4,693,056         (12,937,958
Net increase (decrease) in net assets resulting from operations      2,717,290         (1,673,463
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

             (225,666

Service Shares

             (5,881

From net realized gains

     

Institutional Shares

             (9,544,423

Service Shares

             (2,555,468
Total distributions to shareholders              (12,331,438
     
From share transactions:        

Proceeds from sales of shares

     2,928,809         17,599,123   

Reinvestment of distributions

             12,331,438   

Cost of shares redeemed

     (7,801,324      (35,954,038
Net decrease in net assets resulting from share transactions      (4,872,515      (6,023,477
TOTAL DECREASE      (2,155,225      (20,028,378
     
Net assets:        

Beginning of period

     92,757,992         112,786,370   

End of period

   $ 90,602,767       $ 92,757,992   
Undistributed net investment income    $ 847,421       $ 501,507   

 

The accompanying notes are an integral part of these financial statements.   15


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

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

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 11.60      $ 0.05      $ 0.32      $ 0.37      $      $      $      $ 11.97        3.19   $ 71,010        0.81 %(d)      1.03 %(d)      0.84 %(d)      64

2016 - Service

    11.52        0.03        0.33        0.36                             11.88        3.13        19,592        1.06 (d)      1.28 (d)      0.60 (d)      64   
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    13.67        0.08 (e)      (0.37     (0.29     (0.04     (1.74     (1.78     11.60        (2.13     73,270        0.81        0.99        0.59 (e)      124   

2015 - Service

    13.60        0.05 (e)      (0.39     (0.34     (f)      (1.74     (1.74     11.52        (2.49     19,488        1.06        1.24        0.34 (e)      124   

2014 - Institutional

    15.07        0.08        0.90        0.98        (0.12     (2.26     (2.38     13.67        6.93        89,043        0.83        1.04        0.53        119   

2014 - Service

    15.00        0.04        0.90        0.94        (0.08     (2.26     (2.34     13.60        6.69        23,744        1.08        1.29        0.28        119   

2013 - Institutional

    12.71        0.11        4.37        4.48        (0.16     (1.96     (2.12     15.07        35.62        98,114        0.82        0.98        0.77        152   

2013 - Service

    12.65        0.08        4.34        4.42        (0.11     (1.96     (2.07     15.00        35.38        25,932        1.07        1.23        0.52        152   

2012 - Institutional

    11.40        0.19 (g)      1.27 (h)      1.46        (0.15            (0.15     12.71        12.79 (g)      82,961        0.81        0.97        1.55 (g)      95   

2012 - Service

    11.35        0.17 (g)      1.25 (h)      1.42        (0.12            (0.12     12.65        12.47 (g)      22,674        1.06        1.22        1.34 (g)      95   

2011 - Institutional

    11.42        0.06 (i)      0.02 (j)      0.08        (0.10            (0.10     11.40        0.67        87,956        0.83        0.99        0.55 (i)      33   

2011 - Service

    11.37        0.03 (i)      0.02 (j)      0.05        (0.07            (0.07     11.35        0.41        22,973        1.08        1.24        0.30 (i)      33   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund's portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund's portfolio turnover rate may be higher.
(d) Annualized.
(e) Reflects income recognized from special dividends which amounted to $0.02 per share and 0.15% of average net assets.
(f) Amount is less than $0.005 per share.
(g) Reflects income recognized from special dividends which amounted to $0.08 per share and 0.62% of average net assets.
(h) Reflects payment from affiliate relating to certain investment transactions which amounted to $0.08 per share. Excluding such payment, the total return would have been 12.44% and 12.12%, respectively.
(i) Reflects income recognized from special dividends which amounted to $0.02 per share and 0.21% of average net assets.
(j) Reflects an increase of $0.02 due to payments received for class action settlements received this year.

 

The accompanying notes are an integral part of these financial statements.    16   


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Small Cap Equity Insights Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

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

2.    SIGNIFICANT ACCOUNTING POLICIES

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

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

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

For derivative contracts, realized gains and losses are recorded upon settlement of the contract.

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Fund are charged to the Fund, while such expenses incurred by the Trust are allocated across the Fund on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

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

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Losses that are carried forward will retain their character as either short-term or long-term capital losses. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

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

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

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

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

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

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

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

Equity Securities — Equity securities traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price is believed by GSAM to not represent fair value, equity securities are valued at the last bid price for long positions and at the last ask price for short positions. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. These investments are generally classified as Level 2 of the fair value hierarchy.

Money Market Funds — Investments in the Goldman Sachs Financial Square Money Market Fund (“Underlying Fund”) are valued at the NAV of the FST Institutional Share class on the day of valuation. These investments are generally classified as Level 1 of the fair value hierarchy. For information regarding an Underlying Fund’s accounting policies and investment holdings, please see the Underlying Fund’s shareholder report.

Derivative Contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors. The Fund enters into derivative transactions to hedge against changes in interest rates, securities prices, and/or currency exchange rates, to increase total return, or to gain access to certain markets or attain exposure to other underliers.

Exchange-traded derivatives, including futures and options contracts, are valued at the last sale or settlement price and typically fall within Level 1 of the fair value hierarchy. Over-the-counter (“OTC”) and centrally cleared derivatives are valued using market transactions and other market evidence, including market-based inputs to models, calibration to market-clearing

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

transactions, broker or dealer quotations, or other alternative pricing sources. Where models are used, the selection of a particular model to value OTC and centrally cleared derivatives depends upon the contractual terms of, and specific risks inherent in, the instrument, as well as the availability of pricing information in the market. Valuation models require a variety of inputs, including contractual terms, market prices, yield curves, credit curves, measures of volatility, voluntary and involuntary prepayment rates, loss severity rates and correlations of such inputs. For OTC and centrally cleared derivatives that trade in liquid markets, model inputs can generally be verified and model selection does not involve significant management judgment. OTC and centrally cleared derivatives are classified within Level 2 of the fair value hierarchy when significant inputs are corroborated by market evidence.

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

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments and derivatives classified in the fair value hierarchy as of June 30, 2016:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments(a)               

North America

     $ 88,154,907         $         $ 2,365   
Securities Lending Reinvestment Vehicle        2,843,469                       
Total      $ 90,998,376         $         $ 2,365   
Derivative Type                              
Assets(b)               

Futures Contracts

     $ 4,090         $         $   

 

(a) Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of NAV. Security valuations are based on the principal exchange or system on which they are traded, which may differ from country of domicile noted in table.
(b) Amount shown represents unrealized gain (loss) at period end.

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

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

4.    INVESTMENTS IN DERIVATIVES

 

The following table sets forth, by certain risk types, the gross value of derivative contracts as of June 30, 2016. These instruments were used as part of the Fund’s investment strategies and to obtain and/or manage exposure related to the risks below. The values in the table below exclude the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Fund’s net exposure.

 

Risk         Statement of Assets and Liabilities   Assets(a)     Statement of Assets and Liabilities   Liabilities  
Equity        Variation margin on certain derivative contracts   $ 4,090        $   

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

The following table sets forth, by certain risk types, the Fund’s gains (losses) related to these derivatives and their indicative volumes for the six months ended June 30, 2016. These gains (losses) should be considered in the context that these derivative contracts may have been executed to create investment opportunities and/or economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statement of Operations:

 

Risk    Statement of Operations   Net
Realized
Gain (Loss)
    Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 
Equity    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts   $ 33,825      $ 408        13   

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2016.

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trustees.

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

For the six months ended June 30, 2016, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Rate        
First
$2 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
    Effective Net
Management Rate^
 
  0.75%        0.68     0.65     0.64     0.75     0.70 %* 

 

^ Effective Net Management Rate includes the impact of management fee waivers of affiliated underlying funds, if any.
* GSAM agreed to waive a portion of its management fee in order to achieve a net management rate, as defined in the Fund’s most recent prospectus. This waiver will be effective through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2016, GSAM waived $21,879 of its management fee.

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

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

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification, and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.094%. The Other Expense limitation will remain in place through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, GSAM reimbursed $73,805 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the six months ended June 30, 2016, custody fee credits were $887.

E.  Line of Credit Facility — As of June 30, 2016, the Fund participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Fund did not have any borrowings under the facility.

6.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were $56,100,059 and $60,730,140, respectively.

7.    SECURITIES LENDING

Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the Fund receives cash collateral at least equal to the market value of the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded, and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit, the Fund may experience delay in the recovery of its securities or incur a loss should the borrower of the securities breach its agreement with the Fund or become insolvent at a time when the collateral is insufficient to cover the cost of repurchasing securities on loan. Dividend income received from securities on loan may not be subject to withholding taxes and therefore withholding taxes paid may differ from the amounts listed in the Statement of Operations. Loans of securities are terminable at any time and as such 1) the remaining contractual maturities of the outstanding securities lending transactions are considered to be overnight and continuous and 2) the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions.

The Fund invests the cash collateral received in connection with securities lending transactions in the Goldman Sachs Financial Square Money Market Fund (“Money Market Fund”), an affiliated series of the Trust. The Money Market Fund is registered under the Act as an open end investment company, is subject to Rule 2a-7 under the Act, and is managed by GSAM, for

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

7.    SECURITIES LENDING (continued)

 

which GSAM may receive an investment advisory fee of up to 0.205% on an annualized basis of the average daily net assets of the Money Market Fund.

In the event of a default by a borrower with respect to any loan, GSAL will exercise any and all remedies provided under the applicable borrower agreement to make the Fund whole. These remedies include purchasing replacement securities by applying the collateral held from the defaulting broker against the purchase cost of the replacement securities. If, despite such efforts by GSAL to exercise these remedies, the Fund sustains losses as a result of a borrower’s default, GSAL indemnifies the Fund by purchasing replacement securities at GSAL’s expense, or paying the Fund an amount equal to the market value of the replacement securities, subject to an exclusion for any shortfalls resulting from a loss of value in the cash collateral pool due to reinvestment risk and a requirement that the Fund agrees to assign rights to the collateral to GSAL for purpose of using the collateral to cover purchase of replacement securities as more fully described in the Securities Lending Agency Agreement. The Fund’s loaned securities were all subject to enforceable Securities Lending Agreements and the value of the collateral is at least equal to the value of the cash received. The value of loaned securities and cash collateral at period end are disclosed in the Fund’s Statement of Assets and Liabilities.

Both the Fund and GSAL received compensation relating to the lending of the Fund’s securities. The amounts earned by the Fund for the six months ended June 30, 2016, are reported under Investment Income on the Statement of Operations.

The table below details securities lending activity with affiliates of Goldman Sachs:

 

For the six months ended June 30, 2016  
Earnings of GSAL
Relating to
Securities
Loaned
    Amounts Received
by the Fund
from Lending to
Goldman Sachs
    Amounts Payable to
Goldman Sachs
Upon Return of
Securities Loaned as of
June 30, 2016
 
  $2,010      $ 2,152      $ 280,575   

The following table provides information about the Fund’s investment in the Money Market Fund for the six months ended June 30, 2016:

 

Market Value
12/31/2015
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/2016
 
$ 2,188,175      $ 11,879,342      $ (11,224,048   $ 2,843,469   

8.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2015, the Fund’s timing differences, on a tax-basis were as follows:

 

Timing differences (Post October Loss Deferral/§ 857(b)(9) Deferred Dividend)    $ (311,690

As of June 30, 2016, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 87,395,003   
Gross unrealized gain      3,721,619   
Gross unrealized loss      (115,881
Net unrealized security gain    $ 3,605,738   

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

 

8.    TAX INFORMATION (continued)

 

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales, net mark to market gains (losses) on regulated futures contracts and differences in the tax treatment of underlying fund investments.

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

9.    OTHER RISKS

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

Derivatives Risk — Loss may result from the Fund’s investments in derivative instruments. These instruments may be illiquid, difficult to price and leveraged so that small changes in the value of the underlying instruments may produce disproportionate losses to the Fund. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. Losses from investments in derivatives can also result from a lack of correlation between changes in the value of derivative instruments and the portfolio assets (if any) being hedged.

Large Shareholder Transactions Risk — The Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

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

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

10.    INDEMNIFICATIONS

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

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

11.    SUBSEQUENT EVENTS

 

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

12.    SUMMARY OF SHARE TRANSACTIONS

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      215,335      $ 2,469,336        1,203,429      $ 17,154,427   
Reinvestment of distributions                    842,249        9,770,089   
Shares redeemed      (601,617     (6,850,288     (2,240,010     (31,614,902
       (386,282     (4,380,952     (194,332     (4,690,386
Service Shares         
Shares sold      41,631        459,473        32,525        444,696   
Reinvestment of distributions                    222,147        2,561,349   
Shares redeemed      (83,623     (951,036     (310,170     (4,339,136
       (41,992     (491,563     (55,498     (1,333,091
NET DECREASE      (428,274   $ (4,872,515     (249,830   $ (6,023,477

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Fund Expenses — Six Month Period Ended June 30, 2016  (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

Share Class   Beginning
Account Value
01/01/16
   

Ending

Account Value
06/30/16

   

Expenses Paid

for the

6 Months

Ended

06/30/16*

 
Institutional        
Actual   $ 1,000      $ 1,031.90      $ 4.09   
Hypothetical 5% return     1,000        1,020.84     4.07   
Service        
Actual     1,000        1,031.30        5.35   
Hypothetical 5% return     1,000        1,019.59     5.32   

 

  * Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.81% and 1.06% for the Institutional and Service Shares, respectively.  

 

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

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

 

Background

The Goldman Sachs Small Cap Equity Insights Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Fund.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;
  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), and a benchmark performance index, a composite of accounts with similar investment strategies managed by the Investment Adviser, and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider;
  (ii)   the Fund’s expense trends over time; and
  (iii)   to the extent the Investment Adviser manages other types of accounts (such as bank collective trusts, private wealth management accounts, institutional separate accounts, sub-advised mutual funds, and non-U.S. funds) having investment objectives and policies similar to those of the Fund, comparative information on the advisory fees charged and services provided to those accounts by the Investment Adviser;
  (f)   with respect to the extensive investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)   the undertaking of the Investment Adviser to waive certain fees and to limit certain expenses of the Fund that exceed a specified level;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, securities lending, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationship with the Investment Adviser;
  (l)   information regarding commissions paid by the Fund and broker oversight, other information regarding portfolio trading, and how the Investment Adviser carries out its duty to seek best execution;
  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Fund by its unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Fund’s distribution arrangements. They received information regarding the Fund’s assets, share purchase and redemption activity, and payment of distribution and service fees. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Fund and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Fund. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Fund by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Fund and its service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Fund and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Fund. In this regard, they compared the investment performance of the Fund to its peers using rankings and ratings compiled by the Outside Data Provider as of December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on the Fund’s investment performance was provided for the one-, three-, five-, and ten-year periods ending on the applicable dates. The Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies and market conditions. The Trustees also received information comparing the Fund’s performance to that of a composite of accounts with comparable investment strategies managed by the Investment Adviser.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Fund’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management. They noted the efforts of the Fund’s portfolio management team to continue to enhance the investment model used in managing the Fund.

The Trustees observed that the Fund’s Institutional Shares had placed in the second quartile of the Fund’s peer group for the one-, three-, and five-year periods and in the fourth quartile for the ten-year period, and had outperformed the Fund’s benchmark index for the one-, three-, and five-year periods and underperformed for the ten-year period ended March 31, 2016.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Fund thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fee and breakpoints to those of a relevant peer group and category universe; an expense analysis which compared the Fund’s overall net and gross expenses to a peer group and a category universe; and a five-year history comparing the Fund’s net expenses to the peer and category medians. The analyses also compared the Fund’s transfer agency, custody, and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.

In addition, the Trustees considered the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. They also considered, to the extent that the Investment Adviser manages other types of accounts having investment objectives and policies similar to those of the Fund, comparative fee information for services provided by the Investment Adviser to those accounts, and information that indicated that services provided to the Fund differed in various significant respects from the services provided to other types of accounts which, in many cases, operated under less stringent legal and regulatory structures, required fewer services from the Investment Adviser to a smaller number of client contact points, and were less time-intensive.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and the Fund were provided for 2015 and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund at the following annual percentage rates of the average daily net assets of the Fund:

 

First $2 billion     0.75
Next $3 billion     0.68   
Next $3 billion     0.65   
Over $8 billion     0.64   

 

28


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

The Trustees noted that the breakpoints were designed to share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. The Trustees considered the amounts of assets in the Fund; the Fund’s recent share purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer group; and the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. Upon reviewing these matters at the Annual Meeting, the Trustees concluded that the fee breakpoints represented a means of assuring that benefits of scalability, if any, would be passed along to shareholders at the specified asset levels.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund as stated above, including: (a) transfer agency fees received by Goldman, Sachs & Co. (“Goldman Sachs”); (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (d) fees earned by Goldman Sachs Agency Lending (“GSAL”), an affiliate of the Investment Adviser, as securities lending agent (and fees earned by the Investment Adviser for managing the fund in which the Fund’s cash collateral is invested); (e) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (f) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (g) Goldman Sachs’ retention of certain fees as Fund Distributor; (h) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund; and (i) the possibility that the working relationship between the Investment Adviser and the Fund’s third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Fund and Its Shareholders

The Trustees also noted that the Fund receives certain potential benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Fund as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization; (g) the Fund’s access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; (h) the Fund’s ability to participate in the securities lending program administered by GSAL, as measured by the revenue received by the Fund in connection with the program; and (i) the Fund’s access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Fund and its shareholders and that the Management Agreement should be approved and continued with respect to the Fund until June 30, 2017.

 

29


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels   Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

References to indices, benchmarks or other measures of relative market performance over a specified period of time are provided for your information only and do not imply that the portfolio will achieve similar results. The index composition may not reflect the manner in which a portfolio is constructed. While an adviser seeks to design a portfolio which reflects appropriate risk and return features, portfolio characteristics may deviate from those of the benchmark.

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

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

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

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

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Small Cap Equity Insights Fund.

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

© 2016 Goldman Sachs. All rights reserved.

VITSCSAR-16/58891-TMPL-08/2016/9.2K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Strategic Growth Fund

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Growth Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Strategic Growth Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated cumulative total returns of -1.09% and -1.22%, respectively. These returns compare to the 1.36% cumulative total return of the Fund’s benchmark, the Russell 1000® Growth Index (with dividends reinvested) (the “Russell Index”), during the same time period.

What economic and market factors most influenced the equity markets as a whole during the Reporting Period?

Representing the U.S. equity market, the S&P 500® Index gained 3.84% during the Reporting Period.

As the Reporting Period began in January 2016, U.S. equities were embroiled in a global rout, triggered by investor concerns about an intensifying economic slowdown in China and exacerbated by an oil price plunge. Following a December 2015 interest rate hike, the January 2016 Federal Reserve (“Fed”) statement acknowledged these external risks and tightening financial conditions. U.S. equities stabilized in February 2016, as market sentiment improved on the more dovish tone set by global central banks. (Dovish language tends to suggest lower interest rates.) U.S. equities were also supported by stronger economic data, rallying as fourth quarter U.S. Gross Domestic Product (“GDP”) came in above consensus expectations. In March 2016, the Fed kept interest rates on hold and surprised on the dovish side, reducing its forecast to two interest rate hikes in 2016, down from four. Along with receding global economic concerns, we believe this helped to drive a recovery in U.S. equities. Released in March 2016, February 2016 unemployment data came in ahead of market consensus, with unemployment steady at 4.9% in spite of higher participation rates and declining underemployment.

Following the rebound in March 2016, market sentiment appeared to remain sanguine in April 2016, as oil prices rose and China economic growth concerns abated. U.S. equities fell near the end of the month as investors were disappointed by a lack of additional stimulus from the Bank of Japan and by a weaker than consensus expected first quarter U.S. GDP rate of 0.5%. Hawkish Fed minutes released in May 2016 temporarily revived market expectations for a Fed interest rate hike in June 2016, but weaker than expected May 2016 payroll data subsequently drove such expectations lower. (Hawkish language tends to suggest higher interest rates; opposite of dovish.) The Fed ultimately held interest rates steady in June 2016 and signaled a slower pace of hikes, acknowledging the slowdown in the labor market. Markets were otherwise dominated in June 2016 by the U.K. referendum on membership in the European Union, popularly known as Brexit. U.S. equities sold off in the global risk-off, or heightened risk averse sentiment in June 2016 following the surprise “leave” result. Markets rebounded in the latter days of the month owing to improving risk sentiment as markets digested the Brexit vote outcome and on dovish remarks from Bank of England Governor Carney.

For the Reporting Period overall, telecommunication services and utilities were the best performing sectors in the S&P 500 Index by a wide margin. Energy and consumer staples also posted double-digit gains. The energy sector was the largest positive contributor to S&P 500 Index returns, as measured by weight times performance. The weakest performing sectors in the S&P 500 Index during the Reporting Period were financials and information technology, the only two to post negative absolute returns, followed by consumer discretionary and health care, which were also weak but generated modestly positive returns during the Reporting Period.

Within the U.S. equity market, there was significant disparity in performance not only among sectors but also among the various capitalization and style segments. While all capitalization segments posted positive returns, mid-cap stocks, as measured by the Russell Midcap® Index, performed best, followed by large-cap stocks, as measured by the Russell 1000® Index, and then, small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, value-oriented stocks significantly outpaced growth-oriented stocks across the capitalization spectrum. Value outperformed relative to growth during the Reporting Period primarily due to weaker performance of the growth-oriented health care sector. (All as measured by the Russell Investments indices.)

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

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

The Fund’s underperformance relative to the Russell Index during the Reporting Period can be attributed primarily to stock selection overall. Sector allocation had a rather neutral effect on relative results.

Which equity market sectors most significantly affected Fund performance?

Detracting most from the Fund’s relative results during the Reporting Period was stock selection in the health care, information technology and consumer staples sectors. Partially offsetting such detractors was effective stock selection in the financials, energy and industrials sectors.

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

Detracting from the Fund’s results relative to its benchmark index were positions in online professional network provider LinkedIn, specialty retailer L Brands and global pharmaceutical company Allergan.

LinkedIn reported solid fourth quarter 2015 results, but its outlook was well below market expectations and because the company is a high multiple growth stock in a challenging market environment, its stock declined sharply. At the end of the Reporting Period, we believed there was room for progress in better monetizing LinkedIn’s business model. However, following the disappointing outlook, we had less confidence in its management’s ability to execute and in the company’s overall long-term growth profile, and thus we exited the Fund’s position in LinkedIn.

L Brands released positive first quarter 2016 earnings, but its margins declined beyond market expectations due primarily to a challenging retail environment. Additionally, Victoria’s Secret, one of L Brands’ flagship brands, is expected to eliminate non-core businesses, such as swimwear and certain accessory goods, given deteriorating sales. There were also international challenges based on investment costs in China. Though we continue to like the company and its franchise, we decided to sell the Fund’s position in L Brands during the Reporting Period, as we believe the risk/reward opportunities became less attractive.

Following the announcement of new tax inversion regulations set forth by the U.S. Treasury, Allergan’s proposed merger with Pfizer was abandoned. Allergan’s stock declined and continued to face headwinds surrounding the divestiture of its generic pharmaceutical business to Teva Pharmaceuticals. For example, there was market skepticism surrounding the delay of its generic pharmaceutical sale, which was expected to close during the first quarter of 2016 but was not yet complete as of the end of the Reporting Period. All that said, we continued to believe at the end of the Reporting Period that Allergan is a high quality growth business, trading at an attractive valuation with meaningful financial flexibility going forward. We added to the Fund’s position in Allergan during the Reporting Period.

What were some of the Fund’s best-performing individual stocks?

The Fund benefited relative to the Russell Index from positions in data center real estate investment trust (“REIT”) Equinix, wireless and broadband communication infrastructure operator REIT American Tower and global apparel company PVH.

During the Reporting Period, Equinix reported first quarter results that positively exceeded market expectations for its organic revenue growth and earnings growth. The company also benefited from a decline in U.S. Treasury yields, which generally favors REITs given their attractive yield and growth potential relative to bonds. At the end of the Reporting Period, we believed Equinix had substantial pipeline opportunities, particularly with enterprise customers willing to pay a higher price. Continued integration with the company’s Telecity acquisition and a strategic partnership with Datang Telecom could further increase Equinix’s global presence and strengthen its competitive advantage. In our view, Equinix remains an asset with robust upside to its revenues and free cash flows, as it balances organic growth, low leverage and a sound capital structure.

American Tower reported positive first quarter 2016 results with revenues in line with and earnings ahead of market expectations. The company also demonstrated strong international organic growth across regions and raised guidance for its adjusted funds from operations (“AFFO”), a key metric of financial performance for REITs. This raised guidance for its AFFO was driven by higher cost efficiencies and foreign exchange tailwinds. A decline in U.S. Treasury yields additionally benefited the REIT. At the end of the Reporting Period, our view was that American Tower should continue to benefit from secular trends toward growing data usage, taking advantage of its dominant market share, global expansion and additional investment opportunities to fuel long-term growth. With recurring revenue streams and strong organic leasing growth at what we consider to be an attractive valuation relative to its peers, we believe American Tower is a high quality and durable growth company.

After a tough environment in 2015, PVH reported during the first quarter of 2016 positive fourth quarter 2015 results with earnings ahead of market estimates, and its stock rebounded. PVH further benefited during the Reporting Period from an overall positive

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

sentiment in its industry. At the end of the Reporting Period, we believed PVH is a leading franchise with dominant market share, strong pricing power and solid fundamentals. Particularly, established brand names Tommy Hilfiger and Calvin Klein have demonstrated international strength and have been a key source of growth. In our view, PVH remained well positioned for growth given what we view as its high quality of management and significant free cash flow generation ability.

Given each of these holdings’ strong performance during the Reporting Period, we opted to trim the Fund’s position in each to invest in other ideas with what we believed to have better risk/reward opportunities.

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

During the Reporting Period, we did not use derivatives as part of an active management strategy.

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

Among the purchases initiated during the Reporting Period, we established a Fund position in 3M Company, a diversified technology company that specializes in industrials, health care, electronics and energy. In late April 2016, 3M Company reported first quarter 2016 earnings that exceeded market expectations, and its management reaffirmed guidance of stronger growth in organic sales and margin expansion. Further, we believe 3M Company is a high quality business that has recurring revenue, scalable manufacturing operations and differentiated products. Given that the company had what we viewed as an attractive valuation relative to a long-term growth horizon, we initiated a Fund position.

We established a Fund position in Eli Lilly, a leading pharmaceutical company with a history of innovation and a strong drug pipeline. In our view, the company is aiming to improve its financial profile through a combination of cost savings and revenue growth by reducing its research and development and marketing costs over time. Shares of the company had been weak in early 2016, and we took the opportunity to initiate a Fund position in what believe is a high quality company with a leading franchise, strong growth prospects and a healthy and improving financial profile.

In addition to those sales already mentioned, we sold the Fund’s position in Biogen, a biotechnology company. Like most companies within the health care sector, Biogen faced headwinds during the Reporting Period from increased U.S. regulation. More specifically to the company, Biogen appeared to feel increasing pressure after announcing a divestiture of its hemophilia business. Also, at the beginning of June 2016, Biogen’s stock price faced challenges after Opicinumab, a drug for multiple sclerosis, missed an essential endpoint of its Phase II clinical trial. We exited the Fund’s position in Biogen to invest in what we consider to be better risk/reward and more diversified ideas.

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

In constructing the Fund’s portfolio, we focus on picking stocks rather than on making industry or sector bets. We seek to outpace the benchmark index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. Consequently, changes in its sector weights are generally the direct result of individual stock selection or of stock appreciation or depreciation. That said, during the Reporting Period, the Fund’s exposure to industrials increased compared to the Russell Index. The Fund’s allocation to cash also increased during the Reporting Period. The Fund’s allocations compared to the benchmark index in consumer discretionary, financials and health care decreased.

How was the Fund positioned relative to its benchmark index at the end of the Reporting Period?

At the end of June 2016, the Fund had overweighted positions relative to the Russell Index in the financials sector. the same date, the Fund had underweighted positions compared to the Russell Index in health care and materials and was rather neutrally weighted to the Russell Index in consumer discretionary, consumer staples, energy, industrials and information technology. The Fund had no exposure to the utilities and telecommunication services sectors at the end of the Reporting Period.

What is the Fund’s tactical view and strategy for the months ahead?

At the end of the Reporting Period, persistently low economic growth, interest rates and visibility reinforced our expectation for lower than average returns across asset classes for the remainder of 2016. In our view, equities remain relatively attractive in this environment. We believe equities can still generate positive returns for calendar year 2016, driven by earnings growth.

We believe the potential drivers of upside for regional equity markets, especially outside of the U.S., remain unchanged. However, increased political risk and macroeconomic uncertainty make the near-term risks and rewards more balanced across regions, in our opinion.

 

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

In our view, economic and corporate fundamentals are still strongest in the U.S., which we believe should buoy near-term U.S. equity performance. However, valuations increasingly reflect this scenario, which makes stock selection all the more important. We continue to seek what we believe are good investment opportunities with a focus on companies exposed to long-term secular growth trends and/or that are trading at discounts to their intrinsic value.

Across major developed markets, we believe domestically-focused companies could benefit from increasing domestic consumption while being more insulated from currency volatility. In the U.S., we expect the strong U.S. dollar to continue to be a headwind for many globally-exposed companies but believe the consumer remains healthy.

Regardless of market direction, we remain committed to our core philosophy and process. We intend to maintain a long-term time horizon, rather than forecast only the next quarter. We intend to continue to favor high quality growth businesses over breathtaking concepts. We intend to invest when we consider valuations to be attractive, rather than following the trend. These core beliefs have guided our team during the past 30 years; we believe they hold the answer for the next 30.

As always, we maintain our focus on seeking companies that we believe will generate long-term growth in today’s ever-changing market conditions.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Index Definitions

 

The Russell 1000® Growth Index (with dividends reinvested) is an unmanaged market capitalization weighted index of the 1000 largest U.S. companies with higher price-to-book ratios and higher forecasted growth values. The figures for the Index do not include any deduction for fees, expenses or taxes. It is not possible to invest directly in an index.

The Russell 2000® Index (with dividends reinvested) is an unmanaged index of common stock prices that measures the performance of the 2000 smallest companies in the Russell 3000® Index. The figures for the Index do not include any deduction for fees, expenses or taxes. It is not possible to invest directly in an index.

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

The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which represent approximately 25% of the total market capitalization of the Russell 1000 Index. It is not possible to invest directly in an index.

The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000® Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index. It is not possible to invest directly in an index.

 

5


FUND BASICS

 

Strategic Growth Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16

  

One Year

    

Five Years

    

Ten Years

    

Since Inception

    

Inception Date

Institutional

     -0.32      11.63      7.48      5.03   

4/30/98

Service

     -0.58         11.36         7.24         6.51      

1/09/06

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.79      0.83
Service        1.04         1.08   

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 6/30/163

 

Holding      % of Net Assets      Line of Business

Apple, Inc.

       6.3%      

Technology Hardware & Equipment

Amazon.com, Inc.

       3.7     

Retailing

Facebook, Inc. Class A

       3.6     

Software & Services

Microsoft Corp.

       3.1     

Software & Services

Alphabet, Inc. Class A

       2.9     

Software & Services

American Tower Corp.

       2.7     

Real Estate Investment Trusts

Costco Wholesale Corp.

       2.7     

Food & Staples Retailing

Comcast Corp. Class A

       2.6     

Media

McDonald’s Corp.

       2.4     

Consumer Services

3M Co.

       2.4     

Capital Goods

 

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

 

6


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2016

 

 

 

LOGO

 

 

 

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

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Shares     Description   Value  
  Common Stocks – 96.8%   

 

Banks – 0.5%

  

  32,564      First Republic Bank   $ 2,279,154   

 

 

 

 

Capital Goods – 9.2%

  

  60,027      3M Co.     10,511,928   
  54,398      Danaher Corp.     5,494,198   
  67,901      Fortune Brands Home & Security, Inc.     3,936,221   
  87,697      Honeywell International, Inc.     10,200,915   
  18,666      Roper Technologies, Inc.     3,183,673   
  17,547      The Boeing Co.     2,278,829   
  111,405      Xylem, Inc.     4,974,233   
   

 

 

 
      40,579,997   

 

 

 

 

Consumer Durables & Apparel – 3.3%

  

  145,390      Kate Spade & Co.*     2,996,488   
  137,139      NIKE, Inc. Class B     7,570,073   
  42,107      PVH Corp.     3,967,742   
   

 

 

 
      14,534,303   

 

 

 

 

Consumer Services – 4.5%

  

  5,173      Chipotle Mexican Grill, Inc.*     2,083,477   
  87,824      McDonald’s Corp.     10,568,740   
  124,780      Starbucks Corp.     7,127,434   
   

 

 

 
      19,779,651   

 

 

 

 

Diversified Financials – 1.5%

  

  26,000      Intercontinental Exchange, Inc.     6,654,960   

 

 

 

 

Energy – 1.1%

  

  104,049      Halliburton Co.     4,712,379   

 

 

 

 

Food & Staples Retailing – 4.8%

  

  74,817      Costco Wholesale Corp.     11,749,262   
  72,092      Walgreens Boots Alliance, Inc.     6,003,101   
  100,895      Whole Foods Market, Inc.     3,230,658   
   

 

 

 
      20,983,021   

 

 

 

 

Food, Beverage & Tobacco – 6.3%

  

  54,123      McCormick & Co., Inc.     5,773,300   
  29,115      Molson Coors Brewing Co. Class B     2,944,400   
  26,142      Philip Morris International, Inc.     2,659,164   
  125,579      Reynolds American, Inc.     6,772,476   
  214,184      The Coca-Cola Co.     9,708,961   
   

 

 

 
      27,858,301   

 

 

 

 

Health Care Equipment & Services – 6.4%

  

  178,102      Abbott Laboratories     7,001,190   
  28,500      Aetna, Inc.     3,480,705   
  91,922      Cerner Corp.*     5,386,629   
  34,429      McKesson Corp.     6,426,173   
  48,660      Stryker Corp.     5,830,928   
   

 

 

 
      28,125,625   

 

 

 

 

Materials – 2.0%

  

  26,342      Ashland, Inc.     3,023,271   
  19,649      The Sherwin-Williams Co.     5,770,322   
   

 

 

 
      8,793,593   

 

 

 
  Common Stocks – (continued)   

 

Media – 2.6%

  

  176,770      Comcast Corp. Class A   $ 11,523,636   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 8.9%

  

  66,445      Agilent Technologies, Inc.     2,947,500   
  47,425      Alexion Pharmaceuticals, Inc.*     5,537,343   
  33,063      Allergan PLC*     7,640,529   
  43,220      Celgene Corp.*     4,262,789   
  97,314      Eli Lilly & Co.     7,663,478   
  41,959      Gilead Sciences, Inc.     3,500,220   
  47,419      Vertex Pharmaceuticals, Inc.*     4,078,982   
  80,077      Zoetis, Inc.     3,800,454   
   

 

 

 
      39,431,295   

 

 

 

 

Real Estate Investment Trusts – 5.0%

  

  103,486      American Tower Corp.     11,757,044   
  26,915      Equinix, Inc.     10,435,753   
   

 

 

 
      22,192,797   

 

 

 

 

Retailing – 10.1%

  

  22,931      Amazon.com, Inc.*     16,409,882   
  45,075      Netflix, Inc.*     4,123,461   
  125,030      Ross Stores, Inc.     7,087,951   
  64,634      The Home Depot, Inc.     8,253,116   
  4,808      The Priceline Group, Inc.*     6,002,355   
  30,084      Tractor Supply Co.     2,743,059   
   

 

 

 
      44,619,824   

 

 

 

 

Semiconductors & Semiconductor Equipment – 1.0%

  

  54,535      NXP Semiconductors NV*     4,272,272   

 

 

 

 

Software & Services – 22.3%

  

  17,939      Alphabet, Inc. Class A*     12,620,625   
  13,637      Alphabet, Inc. Class C*     9,438,168   
  79,185      Electronic Arts, Inc.*     5,999,056   
  139,741      Facebook, Inc. Class A*     15,969,601   
  62,381      Fidelity National Information Services, Inc.     4,596,232   
  28,812      FleetCor Technologies, Inc.*     4,123,862   
  57,999      Intuit, Inc.     6,473,268   
  103,451      MasterCard, Inc. Class A     9,109,895   
  267,294      Microsoft Corp.     13,677,434   
  38,296      Mobileye NV*     1,766,977   
  162,489      Oracle Corp.     6,650,675   
  126,337      Sabre Corp.     3,384,568   
  59,705      salesforce.com, Inc.*     4,741,174   
   

 

 

 
      98,551,535   

 

 

 

 

Technology Hardware & Equipment – 6.3%

  

  292,917      Apple, Inc.     28,002,865   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Shares     Description   Value  
  Common Stocks – (continued)   

 

Transportation – 1.0%

  

  46,718      Kansas City Southern   $ 4,208,825   

 

 

 
  TOTAL INVESTMENTS – 96.8%   
  (Cost $329,255,439)   $ 427,104,033   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 3.2%

    14,100,750   

 

 

 
  NET ASSETS – 100.0%   $ 441,204,783   

 

 

 

 

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

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:    

Investments, at value (cost $329,255,439)

   $ 427,104,033   

Cash

     323,768   

Receivables:

  

Investments sold

     21,014,955   

Dividends

     354,030   

Fund shares sold

     99,405   
Total assets      448,896,191   
  
  
Liabilities:    

Payables:

  

Investments purchased

     7,101,131   

Management fees

     256,632   

Fund shares redeemed

     184,724   

Distribution and Service fees and Transfer Agency fees

     76,782   

Accrued expenses

     72,139   
Total liabilities      7,691,408   
  
  
Net Assets:    

Paid-in capital

     355,989,209   

Undistributed net investment income

     1,843,483   

Accumulated net realized loss

     (14,476,503

Net unrealized gain

     97,848,594   
NET ASSETS    $ 441,204,783   

Net Assets:

  

Institutional

   $ 101,773,766   

Service

     339,431,017   

Total Net Assets

   $ 441,204,783   

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

  

Institutional

     6,590,496   

Service

     22,053,719   

Net asset value, offering and redemption price per share:

  

Institutional

     $15.44   

Service

     15.39   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:  

Dividends

     2,649,693   
  
  
Expenses:    

Management fees

     1,537,241   

Distribution and Service fees — Service Shares

     385,874   

Printing and mailing costs

     44,308   

Transfer Agency fees(a)

     40,990   

Professional fees

     38,555   

Custody, accounting and administrative services

     26,985   

Trustee fees

     12,986   

Other

     13,029   
Total expenses      2,099,968   

Less — expense reductions

     (86,340
Net expenses      2,013,628   
NET INVESTMENT INCOME      636,065   
  
  
Realized and unrealized gain (loss):    

Net realized loss from investments (including commissions recaptured of $2,306)

     (12,308,113

Net change in unrealized gain on investments

     1,308,000   
Net realized and unrealized loss      (11,000,113
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ (10,364,048

(a) Institutional and Service Shares incurred Transfer Agency fees of $10,123 and $30,867, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statements of Changes in Net Assets

     For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
 
     
From operations:  

Net investment income

   $ 636,065       $ 1,727,870   

Net realized gain (loss)

     (12,308,113      18,938,378   

Net change in unrealized gain (loss)

     1,308,000         (8,924,679
Net increase (decrease) in net assets resulting from operations      (10,364,048      11,741,569   
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

             (396,858

Service Shares

             (411,298

From net realized gains

     

Institutional Shares

             (6,765,013

Service Shares

             (23,357,665
Total distributions to shareholders              (30,930,834
     
     
From share transactions:        

Proceeds from sales of shares

     106,698,507         105,471,558   

Reinvestment of distributions

             30,930,834   

Cost of shares redeemed

     (125,896,067      (161,127,801
Net decrease in net assets resulting from share transactions      (19,197,560      (24,725,409
TOTAL DECREASE      (29,561,608      (43,914,674
     
     
Net assets:        

Beginning of period

     470,766,391         514,681,065   

End of period

   $ 441,204,783       $ 470,766,391   
Undistributed net investment income    $ 1,843,483       $ 1,207,418   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

          Income (loss) from
investment operations
    Distributions to shareholders                                            
Year - Share Class  

Net asset

value,

beginning

of period

   

Net

investment

income(a)

   

Net

realized

and

unrealized

gain (loss)

   

Total from

investment

operations

   

From net

investment

income

   

From net

realized

gains

   

Total

distributions

   

Net asset

value,

end of

period

   

Total

return(b)

   

Net assets,

end of

period

(in 000s)

   

Ratio of

net expenses

to average

net assets

   

Ratio of

total

expenses

to average

net assets

   

Ratio of

net investment

income

to average

net assets

    Portfolio
turnover
rate(c)
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 15.62      $ 0.04      $ (0.22   $ (0.18   $      $      $      $ 15.44        (1.09 )%    $ 101,774        0.79 %(d)      0.84 %(d)      0.51 %(d)      43

2016 - Service

    15.59        0.02        (0.22     (0.20                          15.39        (1.22     339,431        1.04 (d)      1.09 (d)      0.25 (d)      43   
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    16.16        0.09 (e)      0.46        0.55        (0.06     (1.03     (1.09     15.62        3.40        109,801        0.79        0.83        0.55 (e)      56   

2015 - Service

    16.13        0.05 (e)      0.46        0.51        (0.02     (1.03     (1.05     15.59        3.14        360,966        1.04        1.08        0.29 (e)      56   

2014 - Institutional

    17.64        0.07        2.24        2.31        (0.07     (3.72     (3.79     16.16        13.64        119,934        0.79        0.81        0.37        48   

2014 - Service

    17.61        0.02        2.24        2.26        (0.02     (3.72     (3.74     16.13        13.38        394,747        1.04        1.08        0.12        48   

2013 - Institutional

    13.86        0.06        4.42        4.48        (0.07     (0.63     (0.70     17.64        32.42        122,220        0.80        0.84        0.35        66   

2013 - Service

    13.85        0.02        4.40        4.42        (0.03     (0.63     (0.66     17.61        32.00        391,219        1.05        1.09        0.10        66   

2012 - Institutional

    11.64        0.10 (f)      2.21        2.31        (0.09            (0.09     13.86        19.83        106,119        0.80        0.84        0.79 (f)      42   

2012 - Service

    11.63        0.07 (f)      2.21        2.28        (0.06            (0.06     13.85        19.57        304,065        1.05        1.09        0.56 (f)      42   

2011 - Institutional

    12.01        0.06        (0.37     (0.31     (0.06            (0.06     11.64        (2.62     102,018        0.83        0.85        0.47        35   

2011 - Service

    12.00        0.03        (0.37     (0.34     (0.03            (0.03     11.63        (2.86     246,208        1.08        1.10        0.23        35   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(d) Annualized.
(e) Reflects income recognized from special dividends which amounted to $0.03 per share and 0.20% of average net assets.
(f) Reflects income recognized from special dividends which amounted to $0.04 per share and 0.27% of average net assets.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Strategic Growth Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

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

2.    SIGNIFICANT ACCOUNTING POLICIES

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

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

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

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Fund are charged to the Fund, while such expenses incurred by the Trust are allocated across the Fund on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

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

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Losses that are carried forward will retain their character as either short-term or long-term capital losses. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

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

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

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

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

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

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

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

Equity Securities — Equity securities traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price is believed by GSAM to not represent fair value, equity securities are valued at the last bid price for long positions and at the last ask price for short positions. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. These investments are generally classified as Level 2 of the fair value hierarchy.

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments classified in the fair value hierarchy as of June 30, 2016:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments(a)               

North America

     $ 427,104,033         $         $   

 

(a) Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of NAV. Security valuations are based on the principal exchange or system on which they are traded, which may differ from country of domicile noted in table.

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

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trustees.

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

For the six months ended June 30, 2016, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Rate     Effective Net
Management Rate^
 
First
$1 billion
  Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
   
0.75%     0.68     0.65     0.64     0.63     0.75     0.71 %* 

 

^ Effective Net Management Rate includes the impact of management fee waivers of affiliated underlying funds, if any.
* GSAM agreed to waive a portion of its management fee in order to achieve a net management rate, as defined in the Fund’s most recent prospectus. This waiver will be effective through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2016, GSAM waived $81,986 of its management fee.

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

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

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.114%. The Other Expense limitation will remain in place through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without the

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

approval of the Trustees. For the six months ended June 30, 2016, GSAM did not reimburse to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the six months ended June 30, 2016, custody fee credits were $4,354.

E.  Line of Credit Facility — As of June 30, 2016, the Fund participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Fund did not have any borrowings under the facility.

5.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were $176,056,613 and $200,823,785, respectively.

6.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2015, the Fund’s timing differences, on a tax-basis were as follows:

 

Timing differences (Post October Loss Deferral)

   $ (274,792

As of June 30, 2016, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 331,154,546   
Gross unrealized gain      102,900,480   
Gross unrealized loss      (6,950,993
Net unrealized security gain    $ 95,949,487   

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales, and differences in the tax treatment of underlying fund investments.

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

7.    OTHER RISKS

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

Large Shareholder Transactions Risk — The Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition,

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

7.    OTHER RISKS (continued)

 

a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

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

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

8.    INDEMNIFICATIONS

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

9.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

10.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      124,957      $ 1,886,552        319,675      $ 5,242,157   
Reinvestment of distributions                    458,800        7,161,871   
Shares redeemed      (564,458     (8,448,786     (1,170,524     (19,375,952
       (439,501     (6,562,234     (392,049     (6,971,924
Service Shares         
Shares sold      6,784,290      $ 104,811,955        5,956,788        100,229,401   
Reinvestment of distributions                    1,525,608        23,768,963   
Shares redeemed      (7,890,897     (117,447,281     (8,800,386     (141,751,849
       (1,106,607     (12,635,326     (1,317,990     (17,753,485
NET DECREASE      (1,546,108   $ (19,197,560     (1,710,039   $ (24,725,409

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Fund Expenses — Six Month Period Ended June 30, 2016 (Unaudited)   

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

Share Class   Beginning
Account Value
01/01/16
    Ending
Account Value
06/30/16
    Expenses Paid
for the
6  Months
Ended
06/30/16
*
 
Institutional        
Actual   $ 1,000      $ 989.10      $ 3.91   
Hypothetical 5% return     1,000        1,020.93     3.97   
Service        
Actual     1,000        987.80        5.14   
Hypothetical 5% return     1,000        1,019.69     5.22   

 

  * Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.79% and 1.04% for the Institutional and Service Shares, respectively.  

 

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

 

Background

The Goldman Sachs Strategic Growth Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Fund.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;
  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), a benchmark performance index, and a composite of accounts with comparable investment strategies managed by the Investment Adviser; and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider;
  (ii)   the Fund’s expense trends over time; and
  (iii)   to the extent the Investment Adviser manages other types of accounts (such as bank collective trusts, private wealth management accounts, institutional separate accounts, sub-advised mutual funds, and non-U.S. funds) having investment objectives and policies similar to those of the Fund, comparative information on the advisory fees charged and services provided to those accounts by the Investment Adviser;
  (f)   with respect to the extensive investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)   the undertaking of the Investment Adviser to waive certain fees and to limit certain expenses of the Fund that exceed a specified level;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationship with the Investment Adviser;
  (l)   information regarding commissions paid by the Fund and broker oversight, an update on the Investment Adviser’s soft dollars practices, other information regarding portfolio trading, and how the Investment Adviser carries out its duty to seek best execution;
  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Fund by its unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Fund’s distribution arrangements. They received information regarding the Fund’s assets, share purchase and redemption activity, and payment of distribution and service fees. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Fund and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Fund. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Fund by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Fund and its service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Fund and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Fund. In this regard, they compared the investment performance of the Fund to its peers using rankings and ratings compiled by the Outside Data Provider as of December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on the Fund’s investment performance was provided for the one-, three-, five-, and

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

ten-year periods ending on the applicable dates. The Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies and market conditions. The Trustees also received information comparing the Fund’s performance to that of a composite of accounts with comparable investment strategies managed by the Investment Adviser.

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Fund’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management.

The Trustees observed that the Fund’s Institutional Shares had placed in the top half of the Fund’s peer group for the one-, three-, five-, and ten-year periods, and had underperformed the Fund’s benchmark index for the one-, three-, five-, and ten-year periods ended March 31, 2016.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Fund thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fee and breakpoints to those of a relevant peer group and category universe; an expense analysis which compared the Fund’s overall net and gross expenses to a peer group and a category universe; and a five-year history comparing the Fund’s net expenses to the peer and category medians. The analyses also compared the Fund’s transfer agency, custody, and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.

In addition, the Trustees considered the Investment Adviser’s undertakings to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. The Trustees also noted that certain changes were being made to existing fee waiver or expense limitation arrangements of the Fund that would have the effect of decreasing total Fund expenses, with such changes taking effect in connection with the Fund’s next annual registration statement update. They also considered, to the extent that the Investment Adviser manages other types of accounts having investment objectives and policies similar to those of the Fund, comparative fee information for services provided by the Investment Adviser to those accounts, and information that indicated that services provided to the Fund differed in various significant respects from the services provided to other types of accounts which, in many cases, operated under less stringent legal and regulatory structures, required fewer services from the Investment Adviser to a smaller number of client contact points, and were less time-intensive.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and the Fund were provided for 2015 and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund at the following annual percentage rates of the average daily net assets of the Fund:

 

First $1 billion     0.75
Next $1 billion     0.68   
Next $3 billion     0.65   
Next $3 billion     0.64   
Over $8 billion     0.63   

The Trustees noted that the breakpoints were designed to share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. The Trustees considered the amounts of assets in the Fund; the Fund’s recent share purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer group; and the Investment Adviser’s undertakings to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. Upon reviewing these matters at the Annual Meeting, the Trustees concluded that the fee breakpoints represented a means of assuring that benefits of scalability, if any, would be passed along to shareholders at the specified asset levels.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund as stated above, including: (a) transfer agency fees received by Goldman, Sachs & Co. (“Goldman Sachs”); (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) research received by the Investment Adviser from broker-dealers in exchange for executing certain transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (f) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (g) Goldman Sachs’ retention of certain fees as Fund Distributor; (h) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund; and (i) the possibility that the working relationship between the Investment Adviser and the Fund’s third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Fund and Its Shareholders

The Trustees also noted that the Fund receives certain potential benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Fund as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization; (g) the Fund’s access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; and (h) the Fund’s access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Fund and its shareholders and that the Management Agreement should be approved and continued with respect to the Fund until June 30, 2017.

 

25


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels   Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

References to indices, benchmarks or other measures of relative market performance over a specified period of time are provided for your information only and do not imply that the portfolio will achieve similar results. The index composition may not reflect the manner in which a portfolio is constructed. While an adviser seeks to design a portfolio which reflects appropriate risk and return features, portfolio characteristics may deviate from those of the benchmark.

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

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

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

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

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

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

©2016 Goldman Sachs. All rights reserved.

VITGRWSAR-16/58892-TMPL-08/2016/34.6K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Strategic Income Fund

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

INVESTMENT OBJECTIVE

The Fund seeks a total return comprised of income and capital appreciation.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Fixed Income Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Strategic Income Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Advisor, Institutional and Service Shares generated cumulative total returns of –1.45%, –1.29% and –1.31%, respectively. These returns compare to the 0.31% cumulative total return of the Fund’s benchmark, the Bank of America Merrill Lynch U.S. Dollar Three-Month LIBOR Constant Maturity Index (the “LIBOR Index”), during the same period.

We note that the Fund’s benchmark being the LIBOR Index is a means of emphasizing that the Fund has an unconstrained strategy. That said, this Fund employs a benchmark agnostic strategy and thus comparisons to a benchmark index are not particularly relevant.

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

When the Reporting Period began, spread (or non-government bond) sectors retreated, selling off significantly from January to mid-February 2016. The selloff was driven by an increase in a number of perceived risks, such as slowing Chinese economic activity, the possibility of persistent oil oversupply and deteriorating corporate bond fundamentals, as the U.S. credit cycle entered its later stage. Some of these risks eased in the second half of the first calendar quarter, as economic news from China improved, U.S. oil production showed signs of slowing, and commodity prices appeared to stabilize. As a result, spread sectors largely retraced their losses by the end of March 2016. Global central banks remained accommodative. The Bank of Japan, in a surprise move at its January 2016 policy meeting, introduced a –0.1% interest rate, reaffirming its commitment to achieving a 2% inflation target. The European Central Bank shifted its focus from currency depreciation to credit creation by leaving the deposit rate unchanged, expanding its asset purchase program to include purchases of non-financial corporate credit and announcing a new series of easing measures in the form of targeted long-term refinancing operations (“TLTRO II”). (TLTRO II is designed to offer attractive long-term funding conditions to Eurozone banks to further ease private sector credit conditions and to stimulate credit creation.) In the U.S., the Federal Reserve (the “Fed”) left interest rates unchanged and reduced its forecast to two rate hikes in 2016 from four. After a sustained period of appreciation, the U.S. dollar weakened during the first quarter of 2016 due to generally tighter financial conditions, mixed U.S. economic data and the Fed’s more dovish commentary. (Dovish language tends to suggest lower interest rates.)

During the second quarter of 2016, spread sectors rallied on stabilization of commodities prices as well as on declining market fears about slowing Chinese economic growth and the potential for a U.S. economic recession. Global interest rates broadly declined amid continued accommodative monetary policy from the world’s central banks. In the U.S., minutes from the Fed’s April 2016 policy meeting, released in mid-May 2016, suggested Fed policymakers might raise interest rates in June 2016 if U.S. economic growth strengthened, employment data firmed and inflation rose toward the Fed’s 2% target. In early June 2016, however, the release of weak May 2016 employment data raised broad market concerns about the health of the U.S. economy, pushing down consensus expectations of a Fed rate hike. Indeed, the Fed did not raise interest rates at its June 2016 policy meeting. In the last week of June 2016, the unexpected “leave” vote in the U.K. referendum on membership in the European Union, popularly known as Brexit, renewed investor uncertainty about the path of global economic growth. Spread sectors withstood the Brexit vote relatively well, selling off at first but then recovering most of their losses afterwards. The U.S. dollar strengthened versus most global currencies during the second calendar quarter, though it weakened against the Japanese yen.

For the Reporting Period overall, sovereign emerging markets debt and high yield corporate bonds outperformed U.S Treasuries, followed at some distance by asset-backed securities and investment grade corporate bonds. Commercial mortgage-backed securities, agency securities and mortgage-backed securities generally performed in line with U.S. Treasuries. The U.S. Treasury yield curve, or spectrum of maturities, flattened during the Reporting Period as yields of six months and longer fell. The yield on the bellwether 10-year U.S. Treasury dropped approximately 80 basis points to end the Reporting Period at 1.47%. (A basis point is

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

1/100th of a percentage point. A flattening yield curve is one wherein the differential in yields between longer-term and shorter-term maturities narrows.)

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

Our country, duration and currency strategies detracted from the Fund’s performance during the Reporting Period. Within our country strategy, the Fund was hurt by its overweight in European peripheral nations, such as Italy and Spain. In addition, as U.S. interest rates fell during the Reporting Period, the Fund’s overweight in Canada versus its underweight in the U.S. detracted from results. This was offset somewhat by the positive contribution of the Fund’s overweight in Australia as well as by certain of its relative value trades wherein the Fund held overweight positions in Europe versus underweight positions in other developed markets. (A relative value trade is the simultaneous purchase of one security and sale of a related security as a unit.)

Within our duration strategy, the Fund was hampered by its short duration position. Duration is a measure of sensitivity to changes in interest rates.

Within our currency strategy, the Fund’s short positions in the euro and Japanese yen detracted from performance. Its long position in the Mexican peso also dampened results. On the positive side, a long position in the Russian ruble added to the Fund’s returns.

What fixed income market sectors most significantly affected Fund performance?

During the Reporting Period, the Fund maintained an overweight in corporate bonds, which hurt performance as riskier asset classes overall experienced heightened volatility. In addition, individual issue selection among high yield corporate bonds, most notably energy-related issues, detracted, especially in early 2016 when crude oil prices fell and the broad corporate bond market sold off.

The Fund benefited from individual issue selection in the securitized sector, particularly among mortgage-backed securities. Individual issue selection within emerging markets debt, including Venezuelan external bonds and Brazilian local bonds, also bolstered returns.

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

The combined effect of the Fund’s tactical duration and yield curve positioning detracted from its performance during the Reporting Period. More specifically, the Fund was hurt by its short duration position on the U.S. Treasury yield curve as interest rates fell.

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

We used derivatives and similar instruments for the efficient management of the Fund. These derivatives and similar instruments allowed us to manage interest rate, credit and currency risks more effectively by allowing us both to hedge and to apply active investment views with greater versatility and to afford greater risk management precision than we would otherwise be able to implement.

During the Reporting Period, we used interest rate and bond exchange traded futures contracts to implement duration and country strategies within the Fund, especially in the U.S. and Eurozone markets. Currency transactions were carried out using primarily over-the-counter (“OTC”) spot and forward foreign exchange contracts as well as by purchasing OTC options. Currency transactions were used as we sought both to enhance returns and to hedge the Fund’s portfolio against currency exchange rate fluctuations. We also employed forward sales contracts to implement long and short views within our currency strategy. The Fund also employed credit default swaps to manage exposure to fluctuations in credit spreads (or the differential in yields between Treasury securities and non-Treasury securities that are identical in all respects except for quality rating). Interest rate swaps were used to manage exposure to fluctuations in interest rates.

During the Reporting Period, our currency strategy, which is implemented through derivatives, detracted from performance. Our country and duration strategies, which employ derivatives to implement interest rate views, also detracted from results. In addition, credit default swaps used to manage the Fund’s exposure to credit spreads had a negative impact on performance during the Reporting Period.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

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

The Fund is a broadly diversified, multi-sector portfolio designed to seek to provide total return opportunities from across the fixed income spectrum, including government, securitized, corporate credit and emerging market fixed income sectors. At the beginning of the Reporting Period, the Fund had modest exposure to corporate credit. However, as crude oil prices fell and the corporate bond sold off in early 2016, we reduced the Fund’s exposure. Within our duration strategy, we reduced the Fund’s short duration position as we believed the Brexit vote made it less likely that the Fed would raise interest rates in the near term.

How was the Fund positioned at the end of the Reporting Period?

At the end of the Reporting Period, the Fund held a modestly short duration position on the U.S. Treasury yield curve. Overall, the Fund was positioned to take advantage of potential dislocations within the global environment via our currency and country strategies. Within corporate credit, the Fund was underweight high yield corporate bonds and emerging markets debt. It was rather neutrally positioned in investment grade corporate bonds. In addition, at the end of the Reporting Period, the Fund maintained overweight exposure to securities that we believed offered attractive spreads, such as certain assets within the securitized sector.

What is the Fund’s tactical view and strategy for the months ahead?

At the end of the Reporting Period, we expected global economic growth to remain slow. We believed the impact of Brexit would take time to play out, with much of the effects, in our view, coming during 2017. Near term, we expect Brexit to add downside risk to the U.K. and European outlook. In terms of the U.K., we have reduced our forecast for 2016 economic growth from 1.8% to 1.2% and our 2017 forecast down from 2.0% to 0.5%. We also believe there is the potential for the U.K. to experience a recession during the next one to two years. In terms of the European Union, we have revised our 2016 economic growth forecast down from 1.4% to 1.3% and our 2017 forecast down from 1.2% to 0.6%. Our forecasts for the U.S., Japan and China remain unchanged, as we expect Brexit to have limited effects on these economies unless there is broader contagion. We believe the U.S. economy could see some near-term improvement as a number of headwinds fade, including the oil price-driven decline in business investment. That said, we see a growing risk of a U.S. recession in 2017 as tight labor markets put pressure on corporate profits. At the end of the Reporting Period, we generally expected inflation to stay low across developed economies.

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Index Definitions

 

The BoA Merrill Lynch U.S. Dollar Three-Month LIBOR Constant Maturity Index is based on the assumed purchase of a synthetic instrument having three months to maturity and with a coupon equal to the closing quote for three-month LIBOR. That issue is sold the following day (priced at a yield equal to the current day closing three-month LIBOR rate) and is rolled into a new three-month instrument. The index, therefore, will always have a constant maturity equal to exactly three months.

 

4


FUND BASICS

 

Strategic Income Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Since Inception      Inception Date
Institutional      -2.10      -1.62    4/14/14
Service      -2.37         -1.88       4/14/14
Advisor      -2.45         -2.02       4/14/14

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.87      1.69
Service        1.12         1.96   
Advisor        1.27         2.13   

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

 

5


FUND BASICS

 

FUND COMPOSITION3

 

 

LOGO

 

 

 

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

 

4  “Agency Debenture” include agency securities offered by companies such as Federal Home Loan Bank (“FHLB”) which operate under a government charter. While they are required to report to a government regulator, their assets are not explicitly guaranteed by the government and they otherwise operate like any other publicly traded company.

 

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

 

6


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Shares

     Description    Value  
  Common Stock – 0.2%   

 

Energy – 0.2%

  

  5,834       Magnum Hunter Resources Corp.*    $ 63,766   
  (Cost $58,340)   

 

 

 

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Corporate Obligations – 3.5%     

 

Airlines(a)(b) – 0.1%

  

 

Air Canada

  

$ 20,000        6.750     10/01/19      $ 20,475   

 

 

 

 

Banks(a)(c) – 0.6%

  

 

American Express Co.

  

  75,000        6.800        09/01/66        74,812   

 

Citigroup Capital XIII

  

  997        7.008        10/30/40        25,992   

 

PNC Preferred Funding Trust II(b)

  

  100,000        1.875        03/29/49        88,000   
     

 

 

 
        188,804   

 

 

 

 

Consumer Services – 0.2%

  

 

MGM Resorts International

  

  50,000        8.625        02/01/19        56,313   

 

 

 

 

Energy – 0.7%

  

 

Antero Resources Corp.(a)

  

  25,000        5.375        11/01/21        24,438   

 

Laredo Petroleum, Inc.(a)

  

  25,000        5.625        01/15/22        23,500   

 

Petrobras Global Finance BV

  

  20,000        4.875        03/17/20        18,629   
  80,000        8.375        05/23/21        82,400   

 

Petroleos de Venezuela SA

  

  30,000        9.000        11/17/21        13,026   
  70,000        6.000        05/16/24        24,325   
  70,000        6.000        11/15/26        24,279   
     

 

 

 
        210,597   

 

 

 

 

Food & Beverage – 0.2%

  

 

Constellation Brands, Inc.

  

 
  50,000        7.250        05/15/17        52,312   

 

 

 

 

Media – 0.2%

  

 

Time Warner Cable, Inc.

  

  25,000        5.850        05/01/17        25,879   

 

Univision Communications, Inc.(a)(b)

  

  37,000        8.500        05/15/21        38,619   
     

 

 

 
        64,498   

 

 

 

 

Noncaptive-Financial(a) – 0.2%

  

 

Nationstar Mortgage LLC/Nationstar Capital Corp.

  

  50,000        6.500        08/01/18        48,500   

 

Speedy Cash Intermediate Holdings Corp.(b)

  

  25,000        10.750        05/15/18        14,344   
     

 

 

 
        62,844   

 

 

 
  Corporate Obligations – (continued)     

 

Pharmaceuticals, Biotechnology & Life Sciences(a) – 0.3%

  

 

Actavis Funding SCS

  

$ 50,000        3.800     03/15/25      $ 52,040   
  25,000        4.750        03/15/45        26,217   
     

 

 

 
        78,257   

 

 

 

 

Pipelines(c) – 0.6%

  

 

Enterprise Products Operating LLC Series A(a)

  

  75,000        8.375        08/01/66        66,079   

 

Sabine Pass LNG LP

  

  100,000        7.500        11/30/16        101,750   
     

 

 

 
        167,829   

 

 

 

 

Wireless Telecommunications – 0.2%

  

 

Sprint Communications, Inc.

  

  50,000        9.125        03/01/17        51,125   

 

 

 

 

Wirelines Telecommunications(a) – 0.2%

  

 

Windstream Services LLC

  

  50,000        7.750        10/15/20        49,000   

 

 

 
  TOTAL CORPORATE OBLIGATIONS     
  (Cost $1,019,165)      $ 1,002,054   

 

 

 
     
  Mortgage-Backed Obligations – 10.6%     

 

Adjustable Rate Non-Agency(c) – 1.3%

  

 

Alternative Loan Trust Series 2005-51, Class 2A1(a)

  

$ 50,820        0.748     11/20/35      $ 36,923   

 

Alternative Loan Trust Series 2006-HY11, Class A1(a)

  

  61,859        0.573        06/25/36        46,358   

 
 

Deutsche Alt-A Securities Mortgage Loan Trust
Series 2007-OA3, Class A1

  
  

  40,462        0.593        07/25/47        33,454   

 

HomeBanc Mortgage Trust Series 2006-1, Class 3A2(a)

  

  109,614        2.719        04/25/37        68,919   

 
 

IndyMac INDA Mortgage Loan Trust Series 2006-AR2,
Class 1A1(a)

  
  

  58,304        2.962        09/25/36        49,201   

 

JP Morgan Alternative Loan Trust Series 2006-A5, Class 1A1(a)

  

  45,707        0.613        10/25/36        37,480   

 

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

  

  49,076        0.723        12/25/35        43,131   

 

Lehman XS Trust Series 2006-14N, Class 1A1A(a)

  

  76,924        0.643        09/25/46        64,316   
     

 

 

 
        379,782   

 

 

 

 

Collateralized Mortgage Obligations – 8.7%

  

 

Agency Multi-Family – 3.3%

  

 
 

FHLMC Multifamily Structured Pass-Through Certificates
Series K020, Class A2

  
  

  400,000        2.373        05/25/22        415,732   

 
 

FHLMC Multifamily Structured Pass-Through Certificates
Series K029, Class A2(c)

  
  

  500,000        3.320        02/25/23        548,529   
     

 

 

 
        964,261   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

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

 

Interest Only(d) – 3.5%

  

   

 

FHLMC Series 2014-4314, Class SE(a)

  

$ 599,514        5.608     03/15/44      $ 101,906   

 

FHLMC Series 2014-4320, Class SD(a)

  

  106,064        5.658        07/15/39        18,627   

 

FNMA Series 2011-124, Class SC

  

  546,476        6.097        12/25/41        102,081   

 

FNMA Series 2013-121, Class SA

  

  886,213        5.647        12/25/43        162,647   

 

FNMA Series 2014-87, Class MS

  

  488,583        5.797        01/25/45        90,727   

 

FNMA Series 2015-81, Class SA

  

  368,717        5.247        11/25/45        58,194   

 

GNMA Series 2010-101, Class S(a)

  

  861,848        5.552        08/20/40        138,746   

 

GNMA Series 2010-20, Class SE(a)

  

  471,760        5.802        02/20/40        78,079   

 

GNMA Series 2010-31, Class SA(a)

  

  147,375        5.302        03/20/40        22,312   

 

GNMA Series 2013-152, Class SG(a)

  

  122,267        5.702        06/20/43        19,669   

 

GNMA Series 2013-181, Class SA(a)

  

  504,539        5.652        11/20/43        83,368   

 

GNMA Series 2015-110, Class MS(a)

  

  561,022        5.262        08/20/45        80,378   

 

GNMA Series 2015-159, Class HS(a)

  

  421,463        5.752        11/20/45        66,311   
     

 

 

 
        1,023,045   

 

 

 

 

Regular Floater(c) – 1.9%

  

 

Aire Valley Mortgages PLC Series 2006-1X, Class 2A1

  

EUR 58,922        0.036        09/20/66        63,093   

 

Alternative Loan Trust Series 2005-36, Class 2A1A(a)

  

$ 74,984        0.763        08/25/35        51,857   

 

Connecticut Avenue Securities Series 2014-C03, Class 1M1(a)

  

  9,557        1.653        07/25/24        9,556   

 
 

GreenPoint Mortgage Funding Trust Series 2006-AR1,
Class A1A(a)

  
  

  413,693        0.743        02/25/36        351,515   

 
 

Morgan Stanley Mortgage Loan Trust Series 2006-16AX,
Class 1A(a)

  
  

  156,543        0.623        11/25/36        62,703   
     

 

 

 
        538,724   

 

 

 
 
 
TOTAL COLLATERALIZED MORTGAGE
OBLIGATIONS
  
  
  $ 2,526,030   

 

 

 

 

Federal Agency – 0.6%

  

 

FNMA – 0.6%

  

$ 149,358        6.000     09/01/36      $ 171,299   

 

 

 
  TOTAL MORTGAGE-BACKED OBLIGATIONS   
  (Cost $3,013,025)      $ 3,077,111   

 

 

 
     
  Agency Debenture(c) – 6.9%       
  FHLB         
$           2,000,000        0.554     10/27/17      $ 1,999,359   

 

 

 
  TOTAL AGENCY DEBENTURES     
  (Cost $2,000,000)          $ 1,999,359   

 

 

 
     
  Asset-Backed Securities – 18.0%   

 

Collateralized Loan Obligations – 13.4%(b)(c)

  

 

Aberdeen Loan Funding Ltd. Series 2008-1A, Class A(a)

  

$ 55,055        1.287     11/01/18      $ 54,752   

 

Acis CLO Ltd. Series 2014-4A, Class ACOM(a)

  

  150,000        2.122        05/01/26        145,455   

 

Anchorage Capital CLO IV Ltd. Series 2014-4A, Class A1A(a)

  

  250,000        2.084        07/28/26        248,540   

 

Crown Point CLO III Ltd. Series 2015-3A, Class ACOM(a)

  

  250,000        0.000        12/31/27        244,950   

 

Halcyon Loan Advisors Funding Ltd. Series 2014-1A, Class A1(a)

  

  250,000        2.163        04/18/26        245,155   

 

Halcyon Loan Advisors Funding Ltd. Series 2015-2A, Class A(a)

  

  250,000        2.028        07/25/27        240,850   

 

Hildene CLO II Ltd. Series 2014-2A, Class A(a)

  

  250,000        2.083        07/19/26        246,506   

 

Madison Park Funding X Ltd. Series 2012-10A, Class A1A(a)

  

  250,000        2.004        01/20/25        249,653   

 

MidOcean Credit CLO III Series 2014-3A, Class A(a)

  

  250,000        2.095        07/21/26        246,723   

 

Monroe Capital BSL CLO Ltd. Series 2015-1A, Class ACOM

  

  200,000        2.207        05/22/27        196,260   

 

Ocean Trails CLO IV Series 2013-4A, Class A(a)

  

  250,000        1.927        08/13/25        246,824   

 

OCP CLO Ltd. Series 2015-8A, Class A1(a)

  

  250,000        2.163        04/17/27        246,852   

 

OFSI Fund VI Ltd. Series 2014-6A, Class A1(a)

  

  200,000        1.658        03/20/25        195,064   

 

OFSI Fund VII Ltd. Series 2014-7A, Class ACOM

  

  100,000        0.000        10/18/26        97,860   

 

Regatta IV Funding Ltd. Series 2014-1A, Class ACOM(a)

  

  250,000        0.000        07/25/26        246,325   

 

Trinitas CLO II Ltd. Series 2014-2A, Class ACOM(a)

  

  250,000        0.000        07/15/26        240,375   

 

Trinitas CLO III Ltd. Series 2015-3A, Class A2(a)

  

  150,000        2.138        07/15/27        147,398   

 

Wasatch Ltd. Series 2006-1A, Class A1B

  

  229,893        0.866        11/14/22        223,013   

 
 

Z Capital Credit Partners CLO Ltd. Series 2015-1A,
Class ACOM(a)

  
  

  150,000        0.000        07/16/27        146,130   
     

 

 

 
        3,908,685   

 

 

 

 

Home Equity(a) – 1.5%

  

 
 

Citigroup Mortgage Loan Trust, Inc. Series 2006-WFH1,
Class M3(c)

  
  

  100,000        0.853        01/25/36        83,687   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Asset-Backed Securities – (continued)   

 

Home Equity(a) – (continued)

  

 
 

Credit-Based Asset Servicing and Securitization LLC
Series 2005-CB8, Class AF2(e)

  
  

$ 11,482        4.070     12/25/35      $ 11,510   

 
 

Credit-Based Asset Servicing and Securitization LLC
Series 2005-CB8, Class AF3(e)

  
  

  25,000        4.070        12/25/35        23,619   

 

GSAMP Trust Series 2006-HE8, Class A2C(c)

  

  46,982        0.623        01/25/37        37,769   

 

Lehman XS Trust Series 2007-3, Class 1BA2(c)

  

  48,288        1.478        03/25/37        37,054   

 

Saxon Asset Securities Trust Series 2007-2, Class A2C(c)

  

  86,634        0.693        05/25/47        60,201   

 
 

Structured Asset Securities Corp. Mortgage Loan Trust
Series 2005-NC2, Class M4(c)

  
  

  100,000        0.923        05/25/35        87,375   

 

VOLT XXV LLC Series 2015-NPL8, Class A1(b)(e)

  

  78,594        3.500        06/26/45        78,254   
     

 

 

 
        419,469   

 

 

 

 

Student Loans(c) – 3.1%

  

 

Access Group, Inc. Series 2006-1, Class A2(a)

  

  13,950        0.772        08/25/23        13,886   

 

Access Group, Inc. Series 2015-1, Class A(a)(b)

  

  83,134        1.153        07/25/56        81,271   

 

Bank of America Student Loan Trust Series 2010-1A, Class A(a)(b)

  

  55,425        1.438        02/25/43        54,609   

 

Goal Capital Funding Trust Series 2006-1, Class A3

  

  7,441        0.782        11/25/26        7,430   

 

Scholar Funding Trust Series 2010-A, Class A(b)

  

  57,573        1.384        10/28/41        56,420   

 

SLM Student Loan Trust Series 2003-14, Class A5

  

  35,520        0.868        01/25/23        35,352   

 

SLM Student Loan Trust Series 2006-9, Class A4(a)

  

  7,077        0.708        10/25/22        7,071   

 

SLM Student Loan Trust Series 2007-1, Class A5(a)

  

  250,000        0.728        01/26/26        243,440   

 

SLM Student Loan Trust Series 2008-5, Class A4(a)

  

  95,904        2.338        07/25/23        95,933   

 

SLM Student Loan Trust Series 2012-3, Class A(a)

  

  141,246        1.103        12/26/25        136,457   

 

SunTrust Student Loan Trust Series 2006-1A, Class A4(a)(b)

  

  197,386        0.824        10/28/37        180,878   
     

 

 

 
        912,747   

 

 

 
  TOTAL ASSET-BACKED SECURITIES     
  (Cost $5,262,402)      $ 5,240,901   

 

 

 
     
  Foreign Debt Obligations – 7.4%   

 

Sovereign – 7.4%

  

 

Brazilian Government International Bond(f)

  

BRL 239,000        6.000     08/15/50      $ 213,412   

 

 

 
  Foreign Debt Obligations – (continued)   

 

Sovereign – (continued)

  

 

Dominican Republic International Bond

  

$ 100,000        5.875     04/18/24      $ 104,250   
  100,000        5.500        01/27/25        101,750   

 

Indonesia Government International Bond

  

  200,000        4.125        01/15/25        208,000   

 

Italy Buoni Poliennali Del Tesoro

  

EUR 160,505        2.100        09/15/16        179,292   
  376,196        2.350        09/15/19        453,513   
  80,358        2.350 (b)      09/15/24        102,429   

 

Mexico Government International Bond Series M

  

MXN 1,560,200        7.750        11/23/34        97,462   

 

Mexico Government International Bond Series M 10

  

  644,300        7.750        12/14/17        36,896   

 

Spain Government Inflation Linked Bond(b)

  

EUR 380,331        0.550        11/30/19        435,502   

 

Venezuela Government International Bond

  

$ 10,000        7.000        12/01/18        5,000   
  40,000        7.750        10/13/19        17,900   
  10,000        12.750        08/23/22        5,100   
  10,000        9.000        05/07/23        4,262   
  100,000        8.250        10/13/24        41,750   
  10,000        7.650        04/21/25        4,075   
  30,000        11.750        10/21/26        14,250   
  70,000        9.250        09/15/27        33,775   
  130,000        9.250        05/07/28        55,900   
  50,000        11.950        08/05/31        23,500   
  60,000        9.375        01/13/34        25,950   
     

 

 

 
        2,163,968   

 

 

 
  TOTAL FOREIGN DEBT OBLIGATIONS     
  (Cost $2,203,171)      $ 2,163,968   

 

 

 
     
  Municipal Debt Obligations(a) – 1.5%   

 

Puerto Rico – 1.5%

  

 
 

Puerto Rico Commonwealth Aqueduct & Sewer Authority RB
Senior Lien Series 2008 A

  
  

$ 5,000        6.000     07/01/44      $ 3,500   

 
 

Puerto Rico Commonwealth Aqueduct & Sewer Authority RB
Senior Lien Series 2012 A

  
  

  10,000        5.500        07/01/28        7,075   
  5,000        5.000        07/01/33        3,350   
  5,000        5.125        07/01/37        3,350   
  10,000        5.750        07/01/37        7,000   
  5,000        5.250        07/01/42        3,350   

 

Puerto Rico Commonwealth GO Bonds Series 2014 A

  

  125,000        8.000        07/01/35        83,281   

 
 

Puerto Rico Commonwealth GO Refunding for Public
Improvement Series 2008 A

  
  

  20,000        5.500        07/01/32        12,950   

 

Puerto Rico Sales Tax Financing Corp. RB First Subseries 2009 A

  

  20,000        5.500        08/01/28        8,800   
  45,000        6.000        08/01/42        20,137   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

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

 

Puerto Rico – (continued)

  

 

Puerto Rico Sales Tax Financing Corp. RB First Subseries 2010 A

  

$ 15,000        5.500     08/01/37      $ 6,600   
  155,000        5.375        08/01/39        67,813   
  115,000        5.500        08/01/42        50,600   

 

Puerto Rico Sales Tax Financing Corp. RB First Subseries 2010 C

  

  30,000        5.375        08/01/36        13,144   
  10,000        5.375        08/01/38        4,375   
  55,000        6.000        08/01/39        24,613   
  105,000        5.250        08/01/41        45,806   

 
 

Puerto Rico Sales Tax Financing Corp. RB First
Subseries 2011 A-1

  
  

  170,000        5.000        08/01/43        73,525   

 
 

Puerto Rico Sales Tax Financing Corp. RB for Capital
Appreciation First Subseries 2009 A(g)

  
  

  15,000        0.000        08/01/32        6,450   
     

 

 

 
        445,719   

 

 

 
  TOTAL MUNICIPAL DEBT OBLIGATIONS   
  (Cost $580,554)      $ 445,719   

 

 

 
     
  Bank Loans(a)(c)(f)(h) – 0.6%   

 

Energy – 0.0%

  

 

American Energy – Marcellus, LLC

  

$ 25,000        5.250     08/04/20      $ 12,875   

 

Magnum Hunter Resources Corp.

  

  8,441        16.000        04/15/19        8,188   
     

 

 

 
        21,063   

 

 

 

 

Healthcare – 0.1%

  

 

Valeant Pharmaceuticals International, Inc.

  

  24,520        4.500        02/13/19        23,807   

 

 

 

 

Media – 0.4%

  

 

 

Checkout Holding Corp.

  

  73,682        4.500        04/09/21        61,463   
  25,000        7.750        04/11/22        15,469   

 

Getty Images, Inc.

  

  57,962        4.750        10/18/19        42,910   
     

 

 

 
        119,842   

 

 

 

 

Technology – 0.1%

  

 

BMC Software Finance, Inc.

  

  24,019        5.000        09/10/20        21,247   

 

 

 
  TOTAL BANK LOANS     
  (Cost $213,205)      $ 185,959   

 

 

 
     
  U.S. Treasury Obligations – 39.5%   

 

United States Treasury Bill(i)

  

$ 6,500,000        0.000     07/28/16      $ 6,499,147   

 

United States Treasury Bonds

  

  300,000        3.625        08/15/43        386,337   
  100,000        3.750        11/15/43        131,697   

 

 

 
  U.S. Treasury Obligations – (continued)   

 

United States Treasury Bonds – (continued)

  

$ 190,000        3.625     02/15/44      $ 244,515   
  50,000        3.000        05/15/45        57,374   
  200,000        2.875        08/15/45        224,064   
  50,000        2.500        05/15/46        52,027   

 

United States Treasury Inflation-Protected Securities

  

  1,066,266        2.500        07/15/16        1,069,433   
  510,545        0.125        04/15/19        521,476   
  310,968        0.125        01/15/23        315,390   
  154,218        0.375        07/15/23        159,591   
  60,458        0.125        07/15/24        61,110   
  50,447        0.375        07/15/25        51,968   
  55,349        2.125        02/15/40        72,385   

 

United States Treasury Notes

  

  200,000        0.875        11/30/17        200,868   
  200,000        1.000        12/31/17        201,284   
  200,000        1.750        09/30/19        206,280   
  600,000        1.500        11/30/19        614,028   
  400,000        1.625        12/31/19        411,064   

 

 

 
  TOTAL U.S. TREASURY OBLIGATIONS     
  (Cost $11,322,250)      $ 11,480,038   

 

 

 

 

Shares    Distribution
Rate
     Value  
Investment Company(c)(j) – 5.0%   

Goldman Sachs Financial Square Government Fund – FST Institutional Shares

   

1,451,599      0.299    $ 1,451,599   
(Cost $1,451,599)      

 

 
TOTAL INVESTMENT COMPANIES   
(Cost $1,451,599)       $ 1,451,599   

 

 
TOTAL INVESTMENTS – 93.2%   
(Cost $27,123,711)       $ 27,110,474   

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES – 6.8%

   

     1,973,905   

 

 
NET ASSETS – 100.0%       $ 29,084,379   

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.
(a)   Securities with “Call” features. Maturity dates disclosed are the final maturity dates.
(b)   Exempt from registration under Rule 144A of the Securities Act of 1933. Under procedures approved by the Board of Trustees, such securities may be deemed liquid by the Investment Adviser and may be resold, normally to qualified institutional buyers in transactions exempt from registration. Total market value of Rule 144A securities amounts to $5,059,486, which represents approximately 17.4% of net assets as of June 30, 2016.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

 

(c)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2016.
(d)   Inverse floating rate security. Interest rate disclosed is that which is in effect on June 30, 2016.
(e)   Step Bond. Coupon rate is fixed for an initial period then it resets at a specified date and rate.
(f)   Security is currently in default.
(g)   Zero coupon until next reset date.
(h)   Bank Loans often require prepayments from excess cash flows or permit the borrower to repay at its election. The degree to which borrowers repay, whether as a contractual requirement or at their election, cannot be predicted with accuracy. As a result, the actual remaining maturity may be substantially less than the stated maturities shown. The stated interest rate represents the weighted average interest rate of all contracts within the loan facility on June 30, 2016. Bank Loans typically have rates of interest which are predetermined either daily, monthly, quarterly or semi-annually by reference to a base lending rate, plus a premium. These base lending rates are primarily the London-Interbank Offered Rate (“LIBOR”) and secondarily the prime rate offered by one or more major United States banks (the “Prime Rate”) and the certificate of deposit (“CD”) rate or other base lending rates used by commercial lenders.
(i)   Issued with a zero coupon. Income is recognized through the accretion of discount.
(j)   Represents an affiliated issuer.

 

Investment Abbreviations:
BA   —Banker Acceptance Rate
BBR   —Bank Bill Reference Rate
CD KSDA   —Certificates of Deposit by the Korean Securities Dealers     Association
CDI   —Average One-Day Interbank Deposit
EURIBOR   —Euro Interbank Offered Rate
FHLB   —Federal Home Loan Bank
FHLMC   —Federal Home Loan Mortgage Corp.
FNMA   —Federal National Mortgage Association
GNMA   —Government National Mortgage Association
GO   —General Obligation
LIBOR   —London Interbank Offered Rate
RB   —Revenue Bond
STIBOR   —Stockholm Interbank Offered Rate
WIBOR   —Warsaw InterBank Offered Rate

 

Currency Abbreviations:
ARS   —Argentina peso
AUD   —Australian Dollar
BRL   —Brazilian Real
CAD   —Canadian Dollar
CHF   —Swiss Franc
CLP   —Chilean Peso
CNH   —Chinese Renminbi
CNY   —Chinese Yuan
COP   —Colombian Peso
EUR   —Euro
GBP   —British Pound
HKD   —Hong Kong Dollar
HUF   —Hungarian Forint
IDR   —Indonesian Rupiah
JPY   —Japanese Yen
KRW   —South Korean Won
MXN   —Mexican Peso
MYR   —Malaysian Ringgit
NOK   —Norwegian Krone
NZD   —New Zealand Dollar
PLN   —Polish Zloty
RUB   —Russian Ruble
SEK   —Swedish Krona
SGD   —Singapore Dollar
THB   —Thailand Baht
TRY   —Turkish Lira
TWD   —Taiwan Dollar
USD   —United States Dollar
ZAR   —South African Rand

ADDITIONAL INVESTMENT INFORMATION

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS — At June 30, 2016, the Fund had the following forward foreign currency exchange contracts:

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED GAIN

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Gain
 

Bank of America, N.A.

   CHF 17,587       EUR 16,174         09/21/16       $ 18,093       $ 91   
   EUR 16,174       CHF 17,473         09/21/16         18,002         26   
   EUR 43,000       HUF   13,520,662         09/21/16         47,859         346   
   JPY 4,484,571       USD 41,298         09/21/16         43,546         2,248   
   KRW 125,642,055       USD 106,138         07/15/16         108,951         2,813   
   MXN 4,584,198       USD 244,778         09/21/16         248,748         3,970   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED GAIN (continued)

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Gain
 

Bank of America, N.A.

   PLN 128,283       EUR 29,000         09/21/16       $ 32,457       $ 180   

    (continued)

   SEK 504,045       GBP 43,186         09/21/16         59,783         2,248   
   USD 58,000       BRL 189,498         09/02/16         57,898         102   
   USD 111,201       SEK 902,259         07/29/16         106,753         4,448   
   USD 84,966       SGD 114,328         09/21/16         84,799         167   

Barclays Bank PLC

   CAD 62,693       USD 48,000         09/21/16         48,533         533   
   CNH 741,214       USD 108,573         09/01/16         110,953         2,380   
   CNY 375,858       USD 55,510         08/05/16         56,372         862   
   CNY 464,831       USD 69,048         08/16/16         69,661         613   
   GBP 88,000       USD 117,051         09/21/16         117,240         189   
   USD 55,989       CNH 372,675         08/18/16         55,818         171   
   USD 168,325       CNH 1,121,041         09/01/16         167,811         514   
   USD 107,630       GBP 76,000         09/21/16         101,254         6,376   
   USD 117,000       SGD 156,857         09/21/16         116,344         656   
   USD 19,000       ZAR 284,356         09/21/16         18,996         4   
   ZAR 1,055,921       USD 69,327         09/21/16         70,542         1,215   

BNP Paribas SA

   CNH 997,468       USD 146,428         09/01/16         149,312         2,884   
   IDR 2,061,719,221       USD 150,545         07/15/16         156,307         5,762   
   TWD 4,913,755       USD 151,542         07/07/16         152,442         900   
   USD 117,682       GBP 86,000         09/21/16         114,575         3,107   

Citibank, N.A.

   ARS 370,300       USD 23,000         09/29/16         23,533         533   
   AUD 64,000       USD 47,419         09/21/16         47,594         175   
   CHF 149,552       EUR 136,463         09/21/16         153,856         1,973   
   CNH 1,282,020       USD 187,742         09/01/16         191,907         4,165   
   COP 29,754,905       USD 9,998         07/15/16         10,163         165   
   GBP 132,189       USD 174,502         09/21/16         176,113         1,611   
   IDR   1,318,065,600       USD 98,769         08/10/16         99,567         798   
   MYR 216,472       USD 52,699         07/27/16         54,274         1,575   
   MYR 153,299       USD 38,253         07/28/16         38,435         182   
   NZD 93,720       USD 65,717         08/05/16         66,805         1,088   
   NZD 83,000       USD 58,492         09/21/16         59,023         531   
   RUB 3,351,910       USD 52,000         07/14/16         52,289         289   
   USD 50,335       CNH 329,156         09/01/16         49,272         1,063   
   USD 465,519       EUR 408,537         09/21/16         454,700         10,819   
   USD 742,698       GBP 505,606         07/20/16         673,165         69,533   
   USD 125,351       TWD 4,021,893         08/18/16         125,085         266   
   ZAR 292,670       USD 19,000         09/21/16         19,552         552   

Deutsche Bank AG

   AUD 249,933       USD 184,565         08/04/16         186,187         1,622   
   BRL 174,924       USD 48,000         07/05/16         54,455         6,455   
   CNH 765,234       USD 112,000         09/01/16         114,549         2,549   
   CNY 459,818       USD 68,063         07/26/16         69,013         950   
   CNY 389,867       USD 57,694         08/02/16         58,485         791   
   CNY 192,340       USD 28,423         08/03/16         28,851         428   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED GAIN (continued)

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Gain
 

Deutsche Bank AG

   COP 230,303,567       USD 77,012         07/15/16       $ 78,666       $ 1,654   

    (continued)

   IDR 171,037,646       USD 12,728         07/29/16         12,943         215   
   KRW 57,225,264       USD 48,000         07/05/16         49,681         1,681   
   KRW 56,536,800       USD 48,000         07/18/16         49,024         1,024   
   KRW 57,225,264       USD 48,785         08/16/16         49,602         817   
   MXN 898,456       USD 48,000         09/21/16         48,752         752   
   TWD 3,131,520       USD 96,548         07/07/16         97,151         603   
   USD 662,769       CNH 4,348,300         09/01/16         650,902         11,867   
   USD 81,500       CNH 540,551         09/21/16         80,840         660   
   USD 47,476       EUR 42,000         09/21/16         46,746         730   
   USD 58,531       GBP 42,000         09/21/16         55,956         2,575   
   ZAR 299,731       USD 19,000         09/21/16         20,024         1,024   

JPMorgan Chase Bank, N.A.

   CHF 46,483       EUR 42,000         09/21/16         47,821         1,075   
   CNY 1,103,744       USD 161,500         07/11/16         165,865         4,365   
   CNY 732,518       USD 107,333         07/12/16         110,049         2,716   
   MXN 4,215,479       USD 225,559         09/21/16         228,740         3,181   
   MYR 183,503       USD 45,275         08/01/16         46,008         733   
   RUB 6,295,104       USD 96,000         07/08/16         98,364         2,364   
   USD 158,212       CNH 1,046,327         09/21/16         156,479         1,733   
   USD 114,958       GBP 84,303         09/21/16         112,314         2,644   
   USD 17,813       MXN 326,795         09/21/16         17,732         81   

Merrill Lynch & Co., Inc.

   MXN 1,872,739       USD 99,773         09/21/16         101,619         1,846   

Morgan Stanley Co., Inc.

   BRL 993,942       USD 271,836         07/05/16         309,417         37,581   
   CAD 99,832       USD 75,999         07/15/16         77,276         1,277   
   CNH 214,617       USD 31,472         09/01/16         32,126         654   
   JPY 4,986,931       USD 48,000         09/21/16         48,425         425   
   KRW 112,229,712       USD 97,021         07/08/16         97,387         366   
   MXN 3,202,691       USD 170,337         09/21/16         173,784         3,447   
   MYR 398,880       USD 96,000         07/08/16         99,398         3,398   
   MYR 172,341       USD 42,480         07/25/16         43,210         730   
   MYR 309,794       USD 76,853         08/10/16         77,647         794   
   RUB 3,745,791       USD 58,000         07/29/16         58,181         181   
   RUB 9,316,864       USD 140,300         08/11/16         144,197         3,897   
   USD 59,260       GBP 43,000         09/21/16         57,287         1,973   
   USD 59,000       TWD 1,887,115         07/27/16         58,667         333   
   ZAR 845,470       USD 52,806         09/21/16         56,482         3,676   

Royal Bank of Canada

   BRL 836,771       USD 245,737         09/02/16         255,661         9,924   
   CAD 227,916       USD 175,000         09/21/16         176,441         1,441   
   USD 59,000       CAD 76,139         09/21/16         58,943         57   
   USD 117,414       GBP 88,000         09/21/16         117,240         174   

Royal Bank of Scotland

   EUR 43,000       HUF 13,484,800         09/21/16         47,859         472   
   MXN 350,269       USD 19,000         09/21/16         19,006         6   
   NOK 1,066,312       EUR 113,408         09/21/16         127,396         1,174   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED GAIN (continued)

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Gain
 

Royal Bank of Scotland

   TRY 313,190       USD 106,000         09/21/16       $ 106,883       $ 883   

    (continued)

   USD 126,581       CAD 162,343         09/21/16         125,677         904   

State Street Bank

   CAD 75,791       USD 58,000         09/21/16         58,673         673   
   MXN 311,496       USD 16,547         09/21/16         16,902         355   
   USD 106,583       GBP 75,000         09/21/16         99,921         6,662   
   USD 59,000       SGD 79,030         09/21/16         58,618         382   

UBS AG

   CHF 20,193       EUR 18,605         09/21/16         20,774         67   
   CNH 385,504       USD 56,000         09/01/16         57,707         1,707   
   EUR 18,605       CHF 19,955         09/21/16         20,707         178   
   EUR 19,000       HUF 5,959,967         09/21/16         21,147         203   
   GBP 44,515       USD 58,793         09/21/16         59,306         513   
   MYR 398,880       USD 98,241         09/08/16         99,828         1,587   
   RUB 6,187,056       USD 96,000         07/11/16         96,599         599   
   RUB 7,585,344       USD 117,000         07/29/16         117,817         817   
   TWD 3,536,935       USD 108,385         07/14/16         109,946         1,561   
   USD 117,162       GBP 87,000         09/21/16         115,909         1,253   

Westpac Banking Corp.

   AUD 354,243       USD 256,139         09/21/16         263,431         7,292   
   CNH 744,916       USD 109,000         09/01/16         111,507         2,507   
   EUR 241,585       GBP 195,464         09/21/16         268,883         8,471   
   JPY 20,822,042       USD 199,491         08/10/16         201,867         2,376   
   USD 201,000       CNH 1,320,724         09/01/16         197,702         3,298   
     USD 1,871,455       EUR 1,650,000         07/13/16         1,831,588         39,867   
TOTAL                                        $ 349,393   

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 

Bank of America, N.A.

   EUR 85,000       CHF 92,211         09/21/16       $ 94,605       $ (261
   EUR 53,000       HUF 16,940,072         09/21/16         58,989         (540
   JPY 11,927,496       USD 117,000         09/21/16         115,820         (1,180
   NOK 373,107       USD 44,695         09/21/16         44,576         (119
   SEK 994,521       EUR 106,755         09/21/16         117,957         (860
   USD 48,000       JPY 5,147,280         09/21/16         49,982         (1,982
   USD 102,384       SGD 139,388         09/21/16         103,387         (1,003

Barclays Bank PLC

   CNY 372,955       USD 55,989         08/18/16         55,884         (105
   EUR 153,000       USD 175,035         09/21/16         170,289         (4,746
   USD 58,000       BRL 195,640         09/02/16         59,775         (1,775
   USD 55,510       CNH 375,636         08/05/16         56,291         (781
   USD 69,048       CNH 464,555         08/16/16         69,585         (537
   USD 110,000       CNH 747,279         09/01/16         111,861         (1,861
   USD 394,800       NZD 583,428         09/21/16         414,889         (20,089

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS (continued)

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 

BNP Paribas SA

   ARS 353,607       USD 23,341         08/01/16       $ 23,181       $ (160
   EUR 42,000       CHF 45,688         09/21/16         46,746         (257
   EUR 29,821       PLN 131,227         09/21/16         33,190         (11
   HUF 16,366,433       EUR 52,000         09/21/16         57,513         (363
   HUF 30,475,910       USD 109,051         09/21/16         107,095         (1,956
   SEK 2,818,701       EUR 305,811         09/21/16         334,318         (6,048
   USD 16,116       AUD 21,844         09/21/16         16,244         (128
   USD 48,000       CAD 62,184         09/21/16         48,139         (139
   USD 95,572       NZD 135,000         09/21/16         96,002         (430
   USD 48,000       TWD 1,564,800         07/07/16         48,546         (546
   USD 151,495       TWD 4,913,755         08/25/16         152,850         (1,355

Citibank, N.A.

   AUD 64,982       NZD 68,399         09/21/16         48,324         (316
   CNH 318,243       USD 48,000         09/21/16         47,594         (406
   EUR 42,000       CHF 46,068         09/21/16         46,746         (648
   EUR 126,000       USD 143,005         09/21/16         140,237         (2,768
   GBP 355,000       USD 521,468         07/20/16         472,647         (48,821
   PLN 365,022       EUR 84,000         09/21/16         92,353         (1,138
   SEK 1,603,443       EUR 173,264         09/21/16         190,180         (2,662
   USD 210,598       CAD 275,620         09/21/16         213,370         (2,772
   USD 116,505       GBP 88,189         09/21/16         117,492         (987
   USD 59,000       IDR 798,115,420         07/28/16         60,405         (1,405
   USD 48,000       KRW 55,622,592         07/15/16         48,233         (233
   USD 309,534       KRW   369,768,973         07/25/16         320,605         (11,071
   USD 117,717       MXN 2,249,743         08/16/16         122,540         (4,823
   USD 53,042       MYR 217,855         08/10/16         54,603         (1,561
   USD 63,109       NZD 90,000         08/05/16         64,154         (1,045
   USD 43,603       RUB 2,816,500         07/11/16         43,974         (371
   USD 397,755       SGD 548,334         09/21/16         406,709         (8,954
   USD 99,802       TRY 301,303         09/21/16         102,826         (3,024
   USD 258,577       TWD 8,437,641         07/14/16         262,287         (3,710
   USD 97,054       TWD 3,142,618         08/22/16         97,748         (694

Deutsche Bank AG

   CNH 337,294       USD 51,000         09/01/16         50,490         (510
   CNH 1,545,110       USD 234,000         09/21/16         231,073         (2,927
   GBP 73,000       USD 107,036         09/21/16         97,256         (9,780
   USD 227,446       AUD 308,000         08/04/16         229,445         (1,999
   USD 58,000       BRL 191,110         09/02/16         58,390         (390
   USD 29,126       CLP 19,980,710         07/14/16         30,162         (1,036
   USD 68,063       CNH 459,562         07/26/16         68,895         (832
   USD 57,694       CNH 389,608         08/02/16         58,391         (697
   USD 28,423       CNH 192,226         08/03/16         28,808         (385
   USD 55,000       CNH 376,428         09/01/16         56,348         (1,348
   USD 300,788       HKD 2,333,878         09/21/16         301,122         (334
   USD 48,814       KRW 57,225,264         07/05/16         49,681         (867

 

The accompanying notes are an integral part of these financial statements.   15


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS (continued)

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 

Deutsche Bank AG

   USD 88,910       KRW 103,233,401         07/25/16       $ 89,508       $ (598

    (continued)

   USD 97,492       MYR 402,149         07/28/16         100,828         (3,336
   USD5 8,254       NZD 83,000         09/21/16         59,023         (769
   USD 96,000       SGD 130,959         09/21/16         97,134         (1,134
   USD 137,310       THB 4,835,034         07/27/16         137,535         (225
   USD 47,143       THB 1,665,464         08/11/16         47,362         (219
   USD 48,545       THB 1,711,068         08/25/16         48,646         (101
   USD 48,770       THB 1,718,737         09/02/16         48,858         (88
   USD 48,000       TRY 144,302         09/21/16         49,246         (1,246
   USD 48,000       TWD 1,544,400         07/13/16         48,008         (8
   USD 96,562       TWD 3,131,520         08/26/16         97,413         (851
   USD 38,000       ZAR 587,230         09/21/16         39,230         (1,230

JPMorgan Chase Bank, N.A.

   EUR 106,000       PLN 475,133         09/21/16         117,978         (2,235
   GBP 43,000       USD 58,971         09/21/16         57,288         (1,683
   PLN 862,084       USD 218,229         09/21/16         218,114         (115
   SEK 1,401,244       EUR 150,137         09/21/16         166,198         (904
   USD 161,500       CNH 1,104,175         07/11/16         165,625         (4,125
   USD 107,333       CNH 732,814         07/12/16         109,918         (2,585
   USD 55,000       CNH 368,849         09/01/16         55,213         (213
   USD 129,609       COP 391,819,844         07/15/16         133,836         (4,227
   USD 48,000       IDR 644,347,200         07/18/16         48,831         (831
   USD 47,063       IDR 628,860,000         07/29/16         47,588         (525
   USD 48,000       JPY 4,970,952         09/21/16         48,270         (270
   USD 48,000       KRW 56,276,160         07/08/16         48,834         (834
   USD 147,028       KRW 169,883,990         07/18/16         147,310         (282
   USD 95,104       RUB 6,312,230         07/14/16         98,470         (3,366
   USD 152,223       TWD 4,913,755         07/07/16         152,442         (219
   USD 142,576       TWD 4,657,962         07/28/16         144,808         (2,232
   USD 47,400       TWD 1,535,528         08/03/16         47,739         (339

Morgan Stanley Co., Inc.

   CNH 950,443       USD 144,000         09/21/16         142,140         (1,860
   EUR 66,137       USD 73,655         09/21/16         73,610         (45
   USD 96,000       BRL 332,095         07/05/16         103,382         (7,382
   USD 58,000       BRL 192,649         09/02/16         58,861         (861
   USD 54,811       CAD 72,000         07/15/16         55,732         (921
   USD 209,600       CAD 275,299         09/21/16         213,122         (3,522
   USD 20,510       CLP 13,859,762         07/28/16         20,894         (384
   USD 176,955       EUR 160,000         09/21/16         178,080         (1,125
   USD 48,000       KRW 55,953,552         07/08/16         48,554         (554
   USD 96,974       KRW 112,229,712         08/16/16         97,280         (306
   USD 19,564       RUB 1,295,763         07/14/16         20,213         (649
   USD 235,000       RUB 15,538,835         07/27/16         241,493         (6,493
   USD 48,000       TWD 1,566,720         07/07/16         48,605         (605
   USD 260,453       TWD 8,427,055         07/22/16         261,971         (1,518

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS (continued)

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 

Morgan Stanley Co., Inc.

   USD 97,452       TWD 3,137,760         08/10/16         97,567         (115

    (continued)

   USD 19,000       ZAR 290,502         09/21/16         19,407         (407

Royal Bank of Canada

   CAD 61,853       USD 48,000         09/21/16         47,883         (117
   USD 250,036       BRL 836,771         07/05/16         260,490         (10,454
   USD 215,825       BRL 785,000         08/02/16         242,185         (26,360
   USD 59,000       CAD 76,481         09/21/16         59,207         (207

Royal Bank of Scotland

   COP 169,181,940       USD 58,000         07/15/16         57,788         (212
   EUR 53,000       PLN 237,166         09/21/16         58,989         (1,016
   EUR 53,000       SEK 497,936         09/21/16         58,989         (70
   GBP 137,005       USD 197,002         07/20/16         182,409         (14,593
   USD 48,000       MXN 908,231         09/21/16         49,282         (1,282
   USD 58,000       TRY 174,057         09/21/16         59,401         (1,401

State Street Bank

   AUD 67,000       NZD 71,251         09/21/16         49,824         (844
   EUR 6,053       SEK 56,836         09/21/16         6,737         (4
   EUR 58,134       USD 65,096         09/21/16         64,702         (394
   GBP 87,000       USD 117,840         09/21/16         115,908         (1,932
   JPY 6,013,634       USD 59,000         09/21/16         58,394         (606
   SEK 5,025,334       EUR 541,843         09/21/16         596,041         (7,028
   USD 300,672       CAD 392,520         09/21/16         303,867         (3,195
   USD 54,528       SGD 74,194         09/21/16         55,030         (502

UBS AG

   CHF 113,876       EUR 106,000         09/21/16         117,153         (824
   EUR 42,000       CHF 45,880         09/21/16         46,746         (454
   EUR 53,000       HUF 16,868,879         09/21/16         58,989         (290
   HUF 16,406,265       EUR 52,000         09/21/16         57,653         (223
   SEK 2,511,623       EUR 270,748         09/21/16         297,897         (3,445
   USD 164,501       CNH 1,127,493         09/01/16         168,776         (4,275
   USD 59,147       GBP 44,515         09/21/16         59,307         (160
   USD 47,457       KRW 54,985,817         07/15/16         47,681         (224
   USD 98,392       MYR 398,880         07/08/16         99,398         (1,006
   USD 53,064       TWD 1,717,163         07/14/16         53,378         (314

Westpac Banking Corp.

   AUD 287,047       NZD 301,979         09/21/16         213,462         (1,282
   CNH 773,253       USD 117,000         09/21/16         115,641         (1,359
   EUR 510,613       USD 577,535         07/13/16         566,808         (10,727
   USD 94,361       AUD 131,039         09/21/16         97,446         (3,085
   USD 55,000       CNH 376,773         09/01/16         56,400         (1,400
   USD 48,860       HKD 378,797         09/21/16         48,873         (13
   USD 62,073       JPY 6,478,885         08/10/16         62,812         (739
   USD 43,696       KRW 50,973,574         07/15/16         44,202         (506
   USD 101,803       MYR 414,031         07/27/16         103,807         (2,004
     USD 107,538       NZD 151,856         09/21/16         107,988         (450
TOTAL                                        $ (330,280

 

The accompanying notes are an integral part of these financial statements.   17


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FUTURES CONTRACTS — At June 30, 2016, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
       Current
Value
       Unrealized
Gain (Loss)
 
U.S. Long Bond        (2        September 2016         $ (344,688      $ (11,191
U.S. Ultra Long Treasury Bonds        (1        September 2016           (186,375        (11,963
2 Year U.S. Treasury Notes        (17        September 2016           (3,728,578        (24,570
5 Year U.S. Treasury Notes        (35        September 2016           (4,275,742        (40,709

10 Year U.S. Treasury Notes

       (12        September 2016           (1,595,813        (10,597
TOTAL                                       $ (99,030

SWAP CONTRACTS — At June 30, 2016, the Fund had the following swap contracts:

CENTRALLY CLEARED CREDIT DEFAULT SWAP CONTRACT

 

                              Market Value  
Referenced Obligation    Notional
Amount
(000’s)
    

Rates Received

(Paid)

  Termination
Date
     Credit
Spread on
June 30,
2016
     Upfront
Payments
Made (Received)
     Unrealized
Gain (Loss)
 

Protection Purchased:

  

CDX North America High Yield Index    $ 2,300       (5.000)%     06/20/21         4.263    $ (35,532    $ (40,089

OVER THE COUNTER CREDIT DEFAULT SWAP CONTRACTS

 

                                     Market Value  
Counterparty    Referenced
Obligation
    Notional
Amount
(000’s)
    

Rates Received

(Paid)

    Termination
Date
     Credit
Spread on
June 30,
2016
    Upfront
Payments
Made (Received)
    Unrealized
Gain (Loss)
 

Protection Purchased:

  

Bank of America, N.A.     
 
People’s Republic of China,
4.250%, 10/28/27
  
  
  $ 210         (1.000 )%      06/20/19         0.719   $ (797   $ (1,002
    
 
People’s Republic of China,
7.500%, 10/28/27
  
  
    170         (1.000     12/20/20         1.098       900        (232
    
 
People’s Republic of China,
7.500%, 10/28/27
  
  
    130         (1.000     06/20/21         1.198       1,201        (10
Barclays Bank PLC     
 
People’s Republic of China,
7.500%, 10/28/27
  
  
    70         (1.000     06/20/21         1.198       643        (2
JPMorgan Chase Bank, N.A.     
 
People’s Republic of China,
4.250%, 10/28/27
  
  
    1,250         (1.000     06/20/19         0.719       (3,570     (7,136
    
 
People’s Republic of China,
7.500%, 10/28/27
  
  
    1,420         (1.000     12/20/20         1.098       10,107        (4,522
      
 
People’s Republic of China,
7.500%, 10/28/27
  
  
    40         (1.000     06/20/21         1.198       396        (30
TOTAL                                              $ 8,880      $ (12,934

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

CENTRALLY CLEARED INTEREST RATE SWAP CONTRACTS

 

             Rates Exchanged   Market Value  
Notional
Amount
(000’s)
    Termination
Date
     Payments
Received
  Payments
Made
 

Upfront
Payments

Made (Received)

    Unrealized
Gain (Loss)
 
SEK 12,530        06/15/18       0.050%   3 Month STIBOR   $ 12,176      $ 2,449   
EUR 6,020 (a)      09/21/18       3 Month EURIBOR   0.375%     1,159        1,012   
  6,280 (a)      09/21/18       3 Month EURIBOR   0.400     5,089        655   
GBP 2,250 (a)      09/21/18       0.400   3 Month LIBOR     16        1,882   
  2,200 (a)      09/21/18       0.464   3 Month LIBOR     1,994        5,580   
PLN 90        06/17/19       3.048   6 Month WIBOR     470        486   
  90        06/17/19       6 Month WIBOR   3.045     0        (955
EUR 2,150 (a)      06/22/19       6 Month EURIBOR   0.160     (584     (1,204
CAD 9,400 (a)      09/21/21       1.500   3 Month BA     142,869        61,852   
EUR 1,690 (a)      09/21/21       6 Month EURIBOR   0.500     (51,506     (1,465
GBP 550 (a)      09/21/21       1.750   6 Month LIBOR     39,486        725   
SEK 4,190 (a)      09/21/21       3 Month STIBOR   0.250     537        (5,465
$ 7,490 (a)      09/21/21       3 Month LIBOR   2.000     (286,460     (74,462
EUR 4,030 (a)      05/11/25       1.568   6 Month EURIBOR     35,662        167,303   
  2,850 (a)      05/25/25       0.863   6 Month EURIBOR     8,245        20,973   
  1,980 (a)      06/16/26       1.000   6 Month EURIBOR     3,766        5,892   
AUD 1,840 (a)      09/21/26       2.500   6 Month BBR     12,504        25,706   
EUR 2,580 (a)      09/21/26       1.000   6 Month EURIBOR     122,640        34,704   
SEK 5,440 (a)      09/21/26       3 Month STIBOR   1.000     3,872        (16,671
$ 2,300 (a)      09/21/26       3 Month LIBOR   2.250     (148,654     (36,884
EUR 1,080 (a)      05/11/35       6 Month EURIBOR   1.695     (15,077     (85,228
JPY 70,460 (a)      03/30/36       6 Month LIBOR   0.900     (7,981     (30,838
    178,430 (a)      09/21/36       6 Month LIBOR   0.500     (52,239     (66,933
GBP 610 (a)      06/15/46       6 Month LIBOR   1.600     (3,289     (31,656
  80 (a)      09/21/46       6 Month LIBOR   2.250     (20,206     (8,830
$ 300 (a)      09/21/46       2.750   3 Month LIBOR     49,244        17,015   
  TOTAL   $ (146,267   $ (14,357

 

(a) Represents forward starting interest rate swaps whose effective dates of commencement of accruals and cash flows occur subsequent to June 30, 2016.

OVER THE COUNTER INTEREST RATE SWAP CONTRACTS

 

                   Rates Exchanged        
Counterparty   

Notional
Amount

(000’s)

     Termination
Date
    

Payments

Received

    Payments
Made
    Unrealized
Gain (Loss)(b)
 
Bank of America, N.A.    BRL 3,396         01/02/17         15.530%        1 Day CDI      $ 15,980   
   KRW 290,710         11/04/17            2.060        3 Month CD KSDA        2,937   
     320,830         08/06/24         3 Month CD KSDA        2.970%        (38,585
Deutsche Bank AG    KRW 142,230         10/06/17            2.245        3 Month CD KSDA        1,766   
     209,280         10/15/17            2.253        3 Month CD KSDA        2,612   
     173,640         11/04/17            2.075        3 Month CD KSDA        1,788   

JP Morgan Chase Bank, N.A.

   KRW   1,612,725         07/29/17            1.630        3 Month CD KSDA        5,558   
TOTAL                                      $ (7,944

 

(b) There are no upfront payments on the swap contracts listed above, therefore the unrealized gains (losses) on the swap contracts are equal to their market value.

 

The accompanying notes are an integral part of these financial statements.   19


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:    

Investments in unaffiliated issuers, at value (cost $25,672,112)

   $ 25,658,875   

Investments in affiliated issuers, at value (cost $1,451,599)

     1,451,599   

Cash

     474,107   

Foreign currencies, at value (cost $75,556)

     79,036   

Receivables:

  

Collateral on certain derivative contracts(a)

     954,748   

Investments sold

     339,373   

Investments sold on an extended-settlement basis

     138,959   

Interest and dividends

     128,297   

Reimbursement from investment adviser

     16,388   

Upfront payments made on swap contracts

     13,247   

Fund shares sold

     885   

Unrealized gain on forward foreign currency exchange contracts

     349,393   

Unrealized gain on swap contracts

     30,641   
Total assets      29,635,548   
  
  
Liabilities:    

Unrealized loss on forward foreign currency exchange contracts

     330,280   

Unrealized loss on swap contracts

     51,519   

Variation margin on certain derivative contracts

     17,260   

Payables:

  

Investments purchased

     102,000   

Management fees

     13,383   

Upfront payments received on swap contracts

     4,367   

Distribution and Service fees and Transfer Agency fees

     3,197   

Fund shares redeemed

     335   

Accrued expenses

     28,828   
Total liabilities      551,169   
  
  
Net Assets:    

Paid-in capital

     31,799,702   

Undistributed net investment income

     34,426   

Accumulated net realized loss

     (2,590,120

Net unrealized loss

     (159,629
NET ASSETS    $ 29,084,379   

Net Assets:

  

Institutional

   $ 20,804,795   

Service

     9,590   

Advisor

     8,269,994   

Total Net Assets

   $ 29,084,379   

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

  

Institutional

     2,300,167   

Service

     1,061   

Advisor

     916,638   

Net asset value, offering and redemption price per share:

  

Institutional

     $9.04   

Service

     9.04   

Advisor

     9.02   

 

(a) Includes amounts segregated for initial margin and/or collateral on forward foreign currency exchange contract transactions, futures transactions and swaps transactions of $430,000, $77,000 and $447,748, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:  

Interest

   $ 408,914   

Dividends — affiliated issuers

     10,418   
Total investment income      419,332   
  
  
Expenses:    

Management fees

     94,779   

Professional fees

     54,061   

Custody, accounting and administrative services

     42,097   

Printing and mailing costs

     25,769   

Distribution and Service fees(a)

     14,023   

Trustee fees

     11,721   

Transfer Agency fees(a)

     3,160   

Other

     2,632   
Total expenses      248,242   

Less — expense reductions

     (102,685
Net expenses      145,557   
NET INVESTMENT INCOME      273,775   
  
  
Realized and unrealized gain (loss):    

Net realized gain (loss) from:

  

Investments

     (262,882

Futures contracts

     (183,057

Swap contracts

     (578,637

Forward foreign currency exchange contracts

     (362,161

Foreign currency transactions

     20,895   

Net change in unrealized gain (loss) on:

  

Investments

     918,304   

Futures contracts

     (110,933

Swap contracts

     (173,057

Forward foreign currency exchange contracts

     39,211   

Foreign currency translation

     11,021   
Net realized and unrealized loss      (681,296
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ (407,521

(a) Class specific Distribution and Service, and Transfer Agency fees were as follows:

 

Distribution and
Service Fees
    Transfer Agency Fees  

Service

    

Advisor

   

Institutional

    

Service

    

Advisor

 
$ 12       $ 14,011      $ 2,458       $ 2       $ 700   

 

The accompanying notes are an integral part of these financial statements.   21


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
 
     
From operations:  

Net investment income

   $ 273,775       $ 471,993   

Net realized loss

     (1,365,842      (175,206

Net change in unrealized gain (loss)

     684,546         (847,108
Net decrease in net assets resulting from operations      (407,521      (550,321
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

     (264,996      (743,475

Service Shares

     (94      (250

Advisor Shares

     (71,557      (97,996
Total distributions to shareholders      (336,647      (841,721
     
     
From share transactions:        

Proceeds from sales of shares

     4,197,700         16,426,940   

Reinvestment of distributions

     336,647         841,721   

Cost of shares redeemed

     (8,418,007      (1,527,322
Net increase (decrease) in net assets resulting from share transactions      (3,883,660      15,741,339   
TOTAL INCREASE (DECREASE)      (4,627,828      14,349,297   
     
     
Net assets:        

Beginning of period

     33,712,207         19,362,910   

End of period

   $ 29,084,379       $ 33,712,207   
Undistributed net investment income    $ 34,426       $ 97,298   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

          Income (loss) from
investment operations
                                                 
Year - Share Class   Net asset
value,
beginning
of period
    Net
investment
loss(a)
    Net
realized
and
unrealized
loss
    Total from
investment
operations
    Distribution to
shareholders
from net
investment
income
    Net
asset
value,
end of
period
    Total
return(b)
    Net assets,
end of
period
(in 000s)
    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
   

Ratio of
net investment
income

to average net
assets

    Portfolio
turnover
rate(c)
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 9.25      $ 0.08      $ (0.19   $ (0.11   $ (0.10   $ 9.04        (1.29 )%    $ 20,805        0.83 %(d)      1.48 %(d)      1.81 %(d)      70

2016 - Service

    9.25        0.07        (0.19     (0.12     (0.09     9.04        (1.31     10        1.11 (d)      1.77 (d)      1.56 (d)      70   

2016 - Advisor

    9.23        0.07        (0.19     (0.12     (0.09     9.02        (1.45     8,270        1.23 (d)      1.89 (d)      1.47 (d)      70   
                       

FOR THE FISCAL YEAR ENDED DECEMBER 31,

 

2015 - Institutional

    9.70        0.16        (0.34     (0.18     (0.27     9.25        (1.81     28,036        0.86        1.82        1.71        176   

2015 - Service

    9.70        0.14        (0.35     (0.21     (0.24     9.25        (2.16     10        1.14        2.09        1.44        176   

2015 - Advisor

    9.69        0.13        (0.36     (0.23     (0.23     9.23        (2.25     5,666        1.26        2.26        1.35        176   
                       

FOR THE PERIOD ENDED DECEMBER 31,

 

2014 - Institutional (Commenced April 14, 2014)

    10.00        0.09        (0.14     (0.05     (0.25     9.70        (0.51     18,180        0.86 (d)      2.77 (d)      1.23 (d)      157   

2014 - Service (Commenced April 14, 2014)

    10.00        0.07        (0.14     (0.07     (0.23     9.70        (0.70     10        1.13 (d)      3.05 (d)      0.96 (d)      157   

2014 - Advisor (Commenced April 14, 2014)

    10.00        0.09        (0.17     (0.08     (0.23     9.69        (0.79     1,173        1.26 (d)      2.64 (d)      1.30 (d)      157   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(d) Annualized.

 

The accompanying notes are an integral part of these financial statements.    23   


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Strategic Income Fund (the “Fund”). The Fund is a diversified Portfolio under the Act offering three classes of shares — Institutional, Service and Advisor Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

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

2.    SIGNIFICANT ACCOUNTING POLICIES

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

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

B.  Investment Income and Investments — Investment income includes interest income, dividend income, net of any foreign withholding taxes, less any amounts reclaimable, and securities lending income. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments.

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

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Fund are charged to the Fund, while such expenses incurred by the Trust are allocated across the Fund on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

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

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Losses that are carried forward will retain their character as either short-term or long-term capital losses. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

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

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

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

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

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

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

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

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

Equity Securities — Equity securities traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price is believed by GSAM to not represent fair value, equity securities are valued at the last bid price for long positions and at the last ask price for short positions. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under Valuation Procedures approved by the Trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent of the close of the foreign securities exchange. These investments are generally classified as Level 2 of the fair value hierarchy.

Money Market Funds — Investments in the Goldman Sachs Financial Square Government Fund (“Underlying Fund”) are valued at the NAV of the FST Institutional Share class on the day of valuation. These investments are generally classified as Level 1 of the fair value hierarchy. For information regarding an Underlying Fund’s accounting policies and investment holdings, please see the Underlying Fund’s shareholder report.

Debt Securities — Debt securities for which market quotations are readily available are valued daily on the basis of quotations supplied by dealers or an independent pricing service approved by the Trustees. The pricing services may use valuation models or matrix pricing, which consider: (i) yield or price with respect to bonds that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value. Short-term debt obligations that mature in sixty days or less and that do not exhibit signs of credit deterioration are valued at amortized cost, which approximates fair value. With the exception of treasury securities of G8 countries (not held in money market funds), which are generally classified as Level 1, these investments are generally classified as Level 2 of the fair value hierarchy.

i.  Bank Loans — Bank loans (“Loans”) are interests in amounts owed by corporate, governmental, or other borrowers to lenders or lending syndicates. Loans are arranged through private negotiations between the borrower and one or more financial institutions (“Lenders”). A Fund’s investments in Loans are in the form of either participations in Loans (“Participations”) or assignments of all or a portion of Loans from third parties (“Assignments”). With respect to Participations, a Fund has the right to receive payments of principal, interest and any fees to which it is entitled from the Lender selling the Participations and only upon receipt by the Lender of the payments from the borrower. A Fund generally has no right to enforce compliance by the borrower with the terms of the loan agreement with respect to Participations. Conversely, Assignments result in a Fund having a direct contractual relationship with the borrower, and the Fund may be permitted to enforce compliance by the borrower with the terms of the loan agreement.

ii.  Inverse Floaters — The interest rate on inverse floating rate securities (“inverse floaters”) resets in the opposite direction from the market rate of interest to which the inverse floaters are indexed. An inverse floater may be considered to be leveraged to the extent that its interest rate varies by a magnitude that exceeds the magnitude of the change in the index rate of interest. The higher the degree of leverage of an inverse floater, the greater the volatility of its market value.

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

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

Stripped mortgage-backed securities are usually structured with two different classes: one that receives substantially all interest payments (interest-only, or “IO” and/or high coupon rate with relatively low principal amount, or “IOette”), and the other that receives substantially all principal payments (principal-only, or “PO”) from a pool of mortgage loans. Little to no

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

principal will be received at the maturity of an IO; as a result, periodic adjustments are recorded to reduce the cost of the security until maturity. These adjustments are included in interest income.

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

v.  When-Issued Securities and Forward Commitments — When-issued securities, including TBA (“To Be Announced”) securities, are securities that are authorized but not yet issued in the market and purchased in order to secure what is considered to be an advantageous price or yield to a Fund. A forward commitment involves entering into a contract to purchase or sell securities, typically on an extended settlement basis, for a fixed price at a future date. The purchase of securities on a when-issued or forward commitment basis involves a risk of loss if the value of the security to be purchased declines before the settlement date. Conversely the sale of securities on a forward commitment basis involves the risk that the value of the securities sold may increase before the settlement date. Although a Fund will generally purchase securities on a when-issued or forward commitment basis with the intention of acquiring the securities for its portfolio, the Fund may dispose of when-issued securities or forward commitments prior to settlement, which may result in a realized gain or loss.

Derivative Contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors. The Fund enters into derivative transactions to hedge against changes in interest rates, securities prices, and/or currency exchange rates, to increase total return, or to gain access to certain markets or attain exposure to other underliers.

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

i.  Forward Contracts — A forward contract is a contract between two parties to buy or sell an asset at a specified price on a future date. A forward contract settlement can occur on a cash or delivery basis. Forward contracts are marked-to-market daily using independent vendor prices, and the change in value, if any, is recorded as an unrealized gain or loss. Cash and certain investments may be used to collateralize forward contracts.

A forward foreign currency contract is a forward contract in which the Fund agrees to receive or deliver a fixed quantity of one currency for another, at a pre-determined price at a future date. All forward foreign currency exchange contracts are marked-to-market daily at the applicable forward rate. Non-deliverable forward foreign currency exchange contracts are settled with the counterparty in cash without the delivery of foreign currency.

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

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

iii.  Option Contracts — When a Fund writes call or put option contracts, an amount equal to the premium received is recorded as a liability and is subsequently marked-to-market to reflect the current value of the option written. Swaptions are options on interest rate swap contracts.

Upon the purchase of a call option or a put option by a Fund, the premium paid is recorded as an investment and subsequently marked-to-market to reflect the current value of the option. Certain options may be purchased with premiums to be determined on a future date. The premiums for these options are based upon implied volatility parameters at specified terms.

iv.  Swap Contracts — Bilateral swap contracts are agreements in which a Fund and a counterparty agree to exchange periodic payments on a specified notional amount or make a net payment upon termination. Bilateral swap transactions are privately negotiated in the OTC market and payments are settled through direct payments between a Fund and the counterparty. By contrast, certain swap transactions are subject to mandatory central clearing. These swaps are executed through a derivatives clearing member (“DCM”), acting in an agency capacity, and submitted to a central counterparty (“CCP”) (“centrally cleared swaps”), in which case all payments are settled with the CCP through the DCM. Swaps are marked-to-market daily using pricing vendor quotations, counterparty or clearinghouse prices or model prices, and the change in value, if any, is recorded as an unrealized gain or loss. Upon entering into a swap contract, a Fund is required to satisfy an initial margin requirement by delivering cash or securities to the counterparty (or in some cases, segregated in a triparty account on behalf of the counterparty), which can be adjusted by any mark-to-market gains or losses pursuant to bilateral or centrally cleared arrangements. For centrally cleared swaps the daily change in valuation, if any, is recorded as a receivable or payable for variation margin.

An interest rate swap is an agreement that obligates two parties to exchange a series of cash flows at specified intervals, based upon or calculated by reference to changes in interest rates on a specified notional principal amount. The payment flows are usually netted against each other, with the difference being paid by one party to the other.

A credit default swap is an agreement that involves one party (the buyer of protection) making a stream of payments to another party (the seller of protection) in exchange for the right to receive protection on a reference security or obligation, including a group of assets or exposure to the performance of an index. A Fund’s investment in credit default swaps may involve greater risks than if the Fund had invested in the referenced obligation directly. Credit events are contract specific but may include bankruptcy, failure to pay, restructuring and obligation acceleration. If a Fund buys protection through a credit default swap and no credit event occurs, its payments are limited to the periodic payments previously made to the counterparty. Upon the occurrence of a specified credit event, a Fund, as a buyer of credit protection, is entitled to receive an amount equal to the notional amount of the swap and deliver to the seller the defaulted reference obligation in a physically settled trade. A Fund may also receive a net settlement amount in the form of cash or securities equal to the notional amount of the swap reduced by the recovery value of the reference obligation in a cash settled trade.

As a seller of protection, a Fund generally receives a payment stream throughout the term of the swap, provided that there is no credit event. In addition, if a Fund sells protection through a credit default swap, a Fund could suffer a loss because the value of the referenced obligation and the premium payments received may be less than the notional amount of the swap paid to the buyer of protection. Upon the occurrence of a specified credit event, a Fund, as a seller of credit protection, may be required to take possession of the defaulted reference obligation and pay the buyer an amount equal to the notional amount of the swap in a physically settled trade. A Fund may also pay a net settlement amount in the form of cash or securities equal to the notional amount of the swap reduced by the recovery value of the reference obligation in cash settled trade. Recovery values are at times established through the credit event auction process in which market participants are ensured that a transparent price has been set for the defaulted security or obligation. In addition, a Fund is entitled to a return of any assets, which have been pledged as collateral to the counterparty upon settlement.

The maximum potential amount of future payments (undiscounted) that a Fund as seller of protection could be required to make under a credit default swap would be an amount equal to the notional amount of the agreement. These potential amounts would be partially offset by any recovery values of the respective referenced obligations or net amounts received from a settlement of a credit default swap for the same reference security or obligation where a Fund bought credit protection.

 

28


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

Short Term Investments — Short-term investments having a maturity of 60 days or less are generally valued at amortized cost which approximates fair market value. These investments are classified as Level 2 of the fair value hierarchy.

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments and derivatives classified in the fair value hierarchy as of June 30, 2016:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments(a)               

North America

     $         $         $ 63,766   
Fixed Income               

Corporate Obligations

                 1,002,054             

Mortgage-Backed Obligations

                 3,077,111             

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

       11,480,038                       

Agency Debenture

                 1,999,359             

Asset-Backed Securities

                 5,240,901             

Foreign Debt Obligations

       735,234           1,428,734             

Municipal Debt Obligations

                 445,719             

Bank Loans

                 164,896           21,063   
Investment Company        1,451,599                       
Total      $ 13,666,871         $ 13,358,774         $ 84,829   
Derivative Type                              
Assets(b)               
Forward Foreign Currency Exchange Contracts      $         $ 349,393         $   
Futures Contracts                              
Interest Rate Swaps Contracts                  376,875             
Total      $         $ 726,268         $   
Liabilities(b)               
Forward Foreign Currency Exchange Contracts      $         $ (330,280      $   
Futures Contracts        (99,030                    
Credit Default Swaps Contracts                  (53,023          
Interest Rate Swaps Contracts                  (399,176          
Total      $ (99,030      $ (782,479      $   

 

(a) Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of NAV. Security valuations are based on the principal exchange or system on which they are traded, which may differ from country of domicile noted in table.

 

29


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

(b) Amount shown represents unrealized gain (loss) at period end.

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

4.    INVESTMENTS IN DERIVATIVES

The following table sets forth, by certain risk types, the gross value of derivative contracts as of June 30, 2016. These instruments were used as part of the Fund’s investment strategies and to obtain and/or manage exposure related to the risks below. The values in the table below exclude the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Fund’s net exposure.

 

Risk         Statement of Assets and Liabilities   Assets     Statement of Assets and Liabilities   Liabilities  
Credit          $      Payable for unrealized loss on swap contracts and variation margin on certain derivative contracts   $ (53,023 )(a) 
Currency        Receivable for unrealized gain on forward foreign currency exchange contracts     349,393      Payable for unrealized loss on forward foreign currency exchange contracts     (330,280
Interest Rate        Receivable for unrealized gain on swap contracts and variation margin on certain derivative contracts     376,875      Payable for unrealized loss on swap contracts and variation margin on certain derivative contracts     (498,206 )(a) 
Total            $ 726,268          $ (881,509

 

(a) Includes unrealized gain (loss) on futures contracts and centrally cleared swap contracts described in the Additional Investment Information section of the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

The following table sets forth, by certain risk types, the Fund’s gains (losses) related to these derivatives and their indicative volumes for the six months ended June 30, 2016. These gains (losses) should be considered in the context that these derivative contracts may have been executed to create investment opportunities and/or economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statement of Operations:

 

Risk    Statement of Operations  

Net

Realized

Gain (Loss)

    Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
 
Credit    Net realized gain (loss) from swap contracts/Net change in unrealized gain (loss) on swap contracts   $ (172,617   $ (33,848     10   
Currency    Net realized gain (loss) from forward foreign currency exchange contracts/Net change in unrealized gain (loss) on forward foreign currency exchange contracts     (362,161     39,211        340   
Interest Rate    Net realized gain (loss) from investments, future contracts and swap contracts/Net change in unrealized gain (loss) on future contracts and swap contracts     (592,986     (250,142     88   
Total        $ (1,127,764   $ (244,779     438   

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2016.

In order to better define its contractual rights and to secure rights that will help the Fund mitigate its counterparty risk, the Fund may enter into an International Swaps and Derivatives Association, Inc. Master Agreement (“ISDA Master Agreement”) or similar agreement with its derivatives counterparties. An ISDA Master Agreement is a bilateral agreement between the Fund and a counterparty that governs OTC derivatives (including forward foreign currency exchange contracts, and certain options and swaps), and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

4.    INVESTMENTS IN DERIVATIVES (continued)

 

termination event. The provisions of the ISDA Master Agreement typically permit a single net payment in the event of a default (close-out netting) or similar event, including the bankruptcy or insolvency of the counterparty.

Collateral and margin requirements differ between exchange traded derivatives and OTC derivatives. Margin requirements are established by the broker or clearing house for exchange-traded and centrally cleared derivatives (financial futures contracts, options and centrally cleared swaps) pursuant to governing agreements for those instrument types. Brokers can ask for margin in excess of the minimum in certain circumstances. Collateral terms are contract-specific for OTC derivatives. For derivatives traded under an ISDA Master Agreement, the collateral requirements are typically calculated by netting the marked to market amount for each transaction under such agreement and comparing that amount to the value of any collateral currently pledged by the Fund and the counterparty. Additionally, the Fund may be required to post initial margin to the counterparty, the terms of which would be outlined in the confirmation of the OTC transaction.

For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Fund and cash collateral received from the counterparty, if any, is reported separately on the Statement of Assets and Liabilities as receivables/payables for collateral on certain derivative contracts. Non-cash collateral pledged by the Fund, if any, is noted in the Schedule of Investments. Generally, the amount of collateral due from or to a counterparty must exceed a minimum transfer amount threshold before a transfer is required to be made. To the extent amounts due to a Fund from its counterparties are not fully collateralized, contractually or otherwise, the Fund bears the risk of loss from counterparty nonperformance. A Fund attempts to mitigate counterparty risk by only entering into agreements with counterparties that the Investment Adviser believes to be of good standing and by monitoring the financial stability of those counterparties.

Additionally, the netting of assets and liabilities and the offsetting of collateral pledged or received are based on contractual netting/set-off provisions in the ISDA Master Agreement or similar agreements. However, in the event of a default or insolvency of a counterparty, a court could determine that such rights are not enforceable due to the restrictions or prohibitions against the right of setoff that may be imposed in accordance with a particular jurisdiction’s bankruptcy or insolvency laws.

The following table sets forth the Fund’s net exposure for derivative instruments that are subject to enforceable master netting arrangements or similar agreements as of June 30, 2016.

 

    

Derivative Assets(1)

    

Derivative Liabilities(1)

   

 

   

 

    

 

 
Counterparty    Forwards      Swaps      Forwards     Swaps     Net Derivative
Assets (Liabilities)
    Collateral (Received)
Pledged(1)
     Net Amount(2)  
Bank of America, N.A.    $ 16,639       $ 18,917       $ (5,945   $ (39,829 )    $ (10,218   $ 5,945       $ (4,273
Barclays Bank PLC      13,513                 (29,894     (2 )      (16,383     29,894         13,511   
BNP Paribas SA      12,653                 (11,393            1,260        11,393         12,653   
Citibank, N.A.      95,318                 (97,409            (2,091     97,409         95,318   
Deutsche Bank AG      36,397         6,166         (30,910            11,653        30,910         42,563   
JPMorgan Chase Bank, N.A.      18,892         5,558         (24,985     (11,688 )      (12,223     24,985         12,762   
Merrill Lynch & Co., Inc.      1,846                               1,846                1,846   
Morgan Stanley Co., Inc.      58,732                 (26,747            31,985        26,747         58,732   
Royal Bank of Canada      11,596                 (37,138            (25,542     37,138         11,596   
Royal Bank of Scotland      3,439                 (18,574            (15,135     18,574         3,439   
State Street Bank      8,072                 (14,505            (6,433     14,505         8,072   
UBS AG      8,485                 (11,215            (2,730     11,215         8,485   
Westpac Banking Corp.      63,811                 (21,565            42,246        21,565         63,811   
Total    $ 349,393       $ 30,641       $ (330,280   $ (51,519   $ (1,765   $ 330,280       $ 328,515   

 

(1) Gross amounts available for offset but not netted in the Statement of Assets and Liabilities.
(2) Net amount represents the net amount due (to) from counterparty in the event of a default based on the contractual set-off rights under the agreement.

 

31


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

 

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trustees.

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

For the six months ended June 30, 2016, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Rate    

Effective

Net Management
Rate^

 

First

$1 billion

    Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
   
  0.60%        0.54     0.51     0.50     0.49     0.60     0.56

 

^ Effective Net Management Rate includes the impact of management fee waivers of affiliated underlying funds, if any.

The Fund invests in FST Institutional Shares of the Goldman Sachs Financial Square Government Fund, which is an affiliated Underlying Fund. GSAM has agreed to waive a portion of its management fee payable by the Fund in an amount equal to the management fee it earns as an investment adviser to any of the affiliated Underlying Funds in which the Fund invests. For the six months ended June 30, 2016, GSAM waived $6,367 of the Fund’s management fee.

B.  Distribution and Service Plans — The Trust, on behalf of the Fund, has adopted Distribution and Service Plans (the “Plans”). Under each Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% and 0.40% of the Fund’s average daily net assets attributable to Service and Advisor Shares, respectively.

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

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.254%. The Other Expense limitation will remain in place through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, GSAM reimbursed $96,163 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the six months ended June 30, 2016, custody fee credits were $155.

E.  Line of Credit Facility — As of June 30, 2016, the Fund participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Fund did not have any borrowings under the facility.

 

32


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

F.  Other Transactions with Affiliates — The following table provides information about the Fund’s investment in the Goldman Sachs Financial Square Government Fund as of and for the six months ended June 30, 2016:

 

Market Value
12/31/15
   

Purchases

at Cost

   

Proceeds

from Sales

    Market Value
6/30/16
    Dividend
Income
 
$ 2,716,785      $ 27,763,452      $ (29,028,638   $ 1,451,599      $ 10,418   

As of June 30, 2016, the Goldman Sachs Group, Inc. was the beneficial owner of approximately 50% of Institutional Shares and 100% of the Service Shares of the Fund.

6.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were as follows:

 

Purchases of
U.S. Government and
Agency Obligations
    Purchases (Excluding
U.S. Government and
Agency Obligations)
    Sales and
Maturities of
U.S. Government and
Agency Obligations
    Sales and
Maturities (Excluding
U.S. Government and
Agency Obligations)
 
$ 12,275,072      $ 3,862,268      $ 13,877,135      $ 13,051,383   

7.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2015, the Fund’s capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

 

Capital loss carryforwards:   

Perpetual short-term

     (640,285

Perpetual long-term

     (396,121
Total capital loss carryforwards    $ (1,036,406
Timing differences (Qualified Late Year Loss Deferral/Post October Loss Deferral/Straddle Loss Deferral)      (184,559

As of June 30, 2016, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 27,132,408   
Gross unrealized gain      370,110   
Gross unrealized loss      (392,044
Net unrealized security loss    $ (21,934

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales, net mark to market gains/(losses) on regulated futures and foreign currency contracts, and differences in the tax treatment of swap transactions, foreign currency transactions and inflation protected securities.

 

33


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

7.    TAX INFORMATION (continued)

 

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

8.    OTHER RISKS

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

Derivatives Risk — Loss may result from the Fund’s investments in derivative instruments. These instruments may be illiquid, difficult to price and leveraged so that small changes in the value of the underlying instruments may produce disproportionate losses to the Fund. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. Losses from investments in derivatives can also result from a lack of correlation between changes in the value of derivative instruments and the portfolio assets (if any) being hedged.

Foreign Countries Risk — Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. Foreign securities may be subject to risk of loss because of more or less foreign government regulation, less public information and less economic, political and social stability in the countries in which the Fund invests. Loss may also result from the imposition of exchange controls, confiscations and other government restrictions by the U.S. or other governments, or from problems in registration, settlement or custody. Foreign risk also involves the risk of negative foreign currency rate fluctuations, which may cause the value of securities denominated in such foreign currency (or other instruments through which the Fund has exposure to foreign currencies) to decline in value. Currency exchange rates may fluctuate significantly over short periods of time.

Foreign Custody Risk — A Fund that invests in foreign securities may hold such securities and cash with foreign banks, agents, and securities depositories appointed by the Fund’s custodian (each a “Foreign Custodian”). Some foreign custodians may be recently organized or new to the foreign custody business. In some countries, Foreign Custodians may be subject to little or no regulatory oversight over, or independent evaluation of, their operations. Further, the laws of certain countries may place limitations on a Fund’s ability to recover its assets if a Foreign Custodian enters bankruptcy.

Interest Rate Risk — When interest rates increase, fixed income securities or instruments held by the Fund will generally decline in value. Long-term fixed income securities or instruments will normally have more price volatility because of this risk than short-term fixed income securities or instruments. The risks associated with increasing rates are heightened given that interest rates are near historic lows, but may be expected to increase in the future with unpredictable effects on the markets and the Fund’s investments.

Investments in Other Investment Companies — As a shareholder of another investment company, including an exchange traded fund (“ETF”), the Fund will indirectly bear its proportionate share of any net management fees and other expenses paid by such other investment companies, in addition to the fees and expenses regularly borne by the Fund. ETFs are subject to risks that do not apply to conventional mutual funds, including but not limited to the following: (i) the market price of the ETF’s shares may trade at a premium or a discount to their NAV; and (ii) an active trading market for an ETF’s shares may not develop or be maintained.

Large Shareholder Transactions Risk — The Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in

 

34


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

8.    OTHER RISKS (continued)

 

the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

Liquidity Risk — The Fund may make investments that are illiquid or that may become less liquid in response to market developments or adverse investor perceptions. Illiquid investments may be more difficult to value. Liquidity risk may also refer to the risk that the Fund will not be able to pay redemption proceeds within the allowable time period because of unusual market conditions, an unusually high volume of redemption requests, or other reasons. To meet redemption requests, the Fund may be forced to sell investments at an unfavorable time and/or under unfavorable conditions. Liquidity risk may be the result of, among other things, the reduced number and capacity of traditional market participants to make a market in fixed income securities or the lack of an active market. The potential for liquidity risk may be magnified by a rising interest rate environment or other circumstances where investor redemptions from fixed income mutual funds may be higher than normal, potentially causing increased supply in the market due to selling activity.

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

Short Position Risk — The Fund may enter into a short position through a futures contract, an option or swap agreement or through short sales of any instrument that the Fund may purchase for investment. Taking short positions involves leverage of a Fund’s assets and presents various risks. If the value of the underlying instrument or market in which the Fund has taken a short position increases, then the Fund will incur a loss equal to the increase in value from the time that the short position was entered into plus any related interest payments or other fees. Taking short positions involves the risk that losses may be disproportionate, may exceed the amount invested, and may be unlimited.

9.    INDEMNIFICATIONS

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

10.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

35


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

11.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2016

(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      55,758      $ 506,005        1,105,959      $ 10,607,135   
Reinvestment of distributions      29,271        264,996        79,151        743,475   
Shares redeemed      (814,335     (7,408,540     (29,676     (280,472
       (729,306     (6,637,539     1,155,434        11,070,138   
Service Shares         
Reinvestment of distributions      11        94        26        250   
       11        94        26        250   
Advisor Shares         
Shares sold      406,134        3,691,695        614,049        5,819,805   
Reinvestment of distributions      7,922        71,557        10,496        97,996   
Shares redeemed      (111,051     (1,009,467     (132,060     (1,246,850
       303,005        2,753,785        492,485        4,670,951   
NET INCREASE (DECREASE)      (426,290   $ (3,883,660     1,647,945      $ 15,741,339   

 

36


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Fund Expenses — Six Month Period Ended June 30, 2016  (Unaudited)

As a shareholder of Institutional, Service or Advisor Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service and Advisor Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional, Service and Advisor Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

Share Class   Beginning
Account Value
01/01/16
   

Ending

Account Value
06/30/16

   

Expenses Paid

for the

6 Months

Ended

06/30/16*

 
Institutional        
Actual   $ 1,000      $ 987.10      $ 4.10   
Hypothetical 5% return     1,000        1,020.74     4.17   

 

 

 

 

   

 

 

   

 

 

 
Service        
Actual     1,000        986.90        5.48   
Hypothetical 5% return     1,000        1,019.34     5.57   
Advisor        
Actual     1,000        985.50        6.07   
Hypothetical 5% return     1,000        1,018.75     6.17   

 

  * Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.83%, 1.11% and 1.23% for the Institutional, Service and Advisor Shares, respectively.  

 

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

 

37


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

Background

The Goldman Sachs Strategic Income Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Fund.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;
  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), a benchmark performance index, and a composite of accounts with comparable investment strategies managed by the Investment Adviser; and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider;
  (ii)   the Fund’s expense trends over time; and
  (iii)   to the extent the Investment Adviser manages other types of accounts (such as bank collective trusts, private wealth management accounts, institutional separate accounts, sub-advised mutual funds, and non-U.S. funds) having investment objectives and policies similar to those of the Fund, comparative information on the advisory fees charged and services provided to those accounts by the Investment Adviser;
  (f)   with respect to the investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)   the undertaking of the Investment Adviser to limit certain expenses of the Fund that exceed a specified level;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;
  (j)  

a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the

 

38


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationship with the Investment Adviser;
  (l)   information regarding portfolio trading and how the Investment Adviser carries out its duty to seek best execution;
  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Fund by its unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Fund’s distribution arrangements. They received information regarding the Fund’s assets, share purchase and redemption activity, and payment of distribution and service fees. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Fund and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Fund. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Fund by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Fund and its service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Fund and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Fund. In this regard, they compared the investment performance of the Fund to its peers using rankings compiled by the Outside Data Provider as of December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on the Fund’s investment performance was provided for the one-year period ending on the applicable date. The Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies and market conditions. The Trustees also received information comparing the Fund’s performance to that of a composite of accounts with comparable investment strategies managed by the Investment Adviser.

 

39


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Fund’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management.

The Trustees noted that the Fund’s Institutional Shares had placed in the third quartile of the Fund’s peer group and underperformed the Fund’s benchmark index for the one-year period ending March 31, 2016.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Fund thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fee and breakpoints to those of a relevant peer group and category universe; an expense analysis which compared the Fund’s overall net and gross expenses to a peer group and a category universe; and a two-year history comparing the Fund’s net expenses to the peer and category medians. The analyses also compared the Fund’s transfer agency, custody, and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.

In addition, the Trustees considered the Investment Adviser’s undertaking to limit certain expenses of the Fund that exceed a specified level. They also considered, to the extent that the Investment Adviser manages other types of accounts having investment objectives and policies similar to those of the Fund, comparative fee information for services provided by the Investment Adviser to those accounts, and information that indicated that services provided to the Fund differed in various significant respects from the services provided to other types of accounts which, in many cases, operated under less stringent legal and regulatory structures, required fewer services from the Investment Adviser to a smaller number of client contact points, and were less time-intensive.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and the Fund were provided for 2015 and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund at the following annual percentage rates of the average daily net assets of the Fund:

 

First $1 billion     0.60
Next $1 billion     0.54   
Next $3 billion     0.51   
Next $3 billion     0.50   
Over $8 billion     0.49   

 

40


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

The Trustees noted that the breakpoints were designed to share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. The Trustees considered the amounts of assets in the Fund; the Fund’s recent share purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer group; and the Investment Adviser’s undertaking to limit certain expenses of the Fund that exceed a specified level. Upon reviewing these matters at the Annual Meeting, the Trustees concluded that the fee breakpoints represented a means of assuring that benefits of scalability, if any, would be passed along to shareholders at the specified asset levels.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund as stated above, including: (a) transfer agency fees received by Goldman, Sachs & Co. (“Goldman Sachs”); (b) futures commissions earned by Goldman Sachs for executing futures transactions on behalf of the Fund; (c) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (d) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (e) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (f) Goldman Sachs’ retention of certain fees as Fund Distributor; (g) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund; and (h) the possibility that the working relationship between the Investment Adviser and the Fund’s third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Fund and Its Shareholders

The Trustees also noted that the Fund receives certain potential benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Fund as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization; (g) the Fund’s access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; and (h) the Fund’s access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Fund and its shareholders and that the Management Agreement should be approved and continued with respect to the Fund until June 30, 2017.

 

41


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels   Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

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

Economic and market forecasts presented herein reflect a series of assumptions and judgments as of the date of this presentation and are subject to change without notice. These forecasts do not take into account the specific investment objectives, restrictions, tax and financial situation or other needs of any specific client. Actual data will vary and may not be reflected here. These forecasts are subject to high levels of uncertainty that may affect actual performance. Accordingly, these forecasts should be viewed as merely representative of a broad range of possible outcomes. These forecasts are estimated, based on assumptions, and are subject to significant revision and may change materially as economic and market conditions change. Goldman Sachs has no obligation to provide updates or changes to these forecasts. Case studies and examples are for illustrative purposes only.

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

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

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

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

© 2016 Goldman Sachs. All rights reserved.

VITSTISAR-16/59654-TMPL-08/2016/324


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Strategic International Equity Fund

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs International Equity Portfolio Management Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs Strategic International Equity Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated cumulative total returns of -3.70% and -3.80%, respectively. These returns compare to the -4.42% cumulative total return of the Fund’s benchmark, the Morgan Stanley Capital International (MSCI) Europe, Australasia, Far East (EAFE) Index (Net, USD, Unhedged) (the “MSCI EAFE Index”), during the same time period.

What economic and market factors most influenced the international equity markets as a whole during the Reporting Period?

International equities, as measured by the MSCI EAFE Index, posted a return of -4.42% in U.S. dollar terms for the Reporting Period as a whole.

International equities suffered amid a global rout at the beginning of 2016, triggered by investor concerns of an intensifying economic slowdown in China and exacerbated by an oil price plunge. Sentiment improved following a dovish January European Central Bank (“ECB”) press conference on January 21, 2016, and the Bank of Japan’s (“BoJ”) introduction of negative interest rates. (Dovish language tends to suggest lower interest rates.) In turn, international equities stabilized a bit in February 2016. However, the MSCI EAFE Index still fell 1.83% in February 2016. In March 2016, further central bank dovishness, along with receding global economic concerns and oil price stabilization, helped to finally drive a global equity market recovery. Notably, the ECB implemented heavy easing, cutting its deposit rate to -40 basis points, raising its monthly quantitative easing purchases, including those of corporate bonds, and unveiling a new series of four-year loans to banks. (A basis point is 1/100th of a percentage point.) The BoJ left its monetary policy unchanged in March 2016, but its rhetoric about negative interest rates heightened expectations for further easing to come.

Market sentiment appeared to remain sanguine in April 2016, as oil prices rose and China’s economic growth concerns abated with modestly improving economic data. Both the ECB and BoJ were on hold, or did not make any monetary policy changes, in April 2016. BoJ inaction came as a major disappointment against market expectations of further easing, causing international equities to sell off once again and the yen to appreciate. Relative currency appreciation was exacerbated by U.S. dollar weakness following a weaker than expected first quarter U.S. Gross Domestic Product (“GDP”) release and an uneventful Federal Reserve (“Fed”) meeting during which rates were left unchanged.

Hawkish Fed minutes released in May 2016 temporarily revived market expectations for a Fed interest rate hike in June 2016, but weaker than expected May 2016 payroll data subsequently drove such expectations lower. (Hawkish language tends to suggest higher interest rates; opposite of dovish.) Equities rallied toward the end of May 2016 on anticipation of better economic data, rising oil prices and optimism that the economy could withstand rate hikes. Japanese equities also benefited from stronger than expected first quarter 2016 GDP growth and a weaker yen.

Markets were dominated in June 2016 by anticipation around the U.K. referendum on membership in the European Union, popularly known as the Brexit vote. International equities declined in the global risk-off, or heightened risk averse, sentiment that dominated the days following the June 23, 2016 vote given the surprise “leave” result. Markets rebounded in the latter days of June 2016 owing to improving risk appetite, as markets digested the outcome of the Brexit vote and on dovish remarks from Bank of England Governor Carney. Still, the MSCI EAFE Index declined 3.36% in the last month of the Reporting Period.

For the Reporting Period overall, energy, consumer staples, materials, utilities and industrials were the only sectors in the MSCI EAFE Index to post a positive return. The weakest performing sectors in the MSCI EAFE Index during the Reporting Period were financials and consumer discretionary, followed at some distance by information technology, health care and then telecommunication services.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

From a country perspective, New Zealand, Singapore and Norway were the best performing equity markets in the MSCI EAFE Index during the Reporting Period. Italy was the weakest individual country constituent in the MSCI EAFE Index during the Reporting Period, followed at some distance by Ireland, Israel and Spain.

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

While the Fund’s absolute returns were disappointing, its outperformance of the MSCI EAFE Index during the Reporting Period can be primarily attributed to individual stock selection.

What were some of the Fund’s best-performing individual stocks?

The greatest contributors to Fund performance relative to the MSCI EAFE Index during the Reporting Period were Japanese cosmetics manufacturer Pola Orbis, U.K. integrated natural gas company BG Group and Japanese e-commerce company Start Today.

Pola Orbis is known for products such as Pola, Orbis, H2O and Jurlique. Its products are popular both domestically and to foreigners, such as Chinese tourists. The company has been a beneficiary of heightened tourism, the entry of millennials into the marketplace and Japan’s corporate governance revolution. In Japan, its margins continued to improve on the back of growth in Pola, a recovery in Orbis, and higher sales of up-and-coming brands. Other growth drivers during the Reporting Period included an increase in private-brand stores for Pola, an average selling price boost for Orbis as it shifts from the mid-price to high-price bracket and overall market share gains.

BG Group was a new purchase for the Fund during the Reporting Period. In January 2016, both Royal Dutch Shell and BG Group investors voted in favor of the Royal Dutch Shell takeover bid for BG Group. With approval for the deal concluded, BG Groups shares rallied to close the spread, or differential, to Royal Dutch Shell’s offer price for the company. On February 12, 2016, BG Group’s shares ceased trading, and investors in BG Group, including the Fund, received both cash and Royal Dutch Shell shares in exchange for their BG Group shares.

Start Today operates an Internet shopping website named zozotown and provides other related services. The company has been a beneficiary of the millennials entering the marketplace and of domestic wage growth. Regarded as “trendy” and “mainstream” by popular Japanese media and with a strong loyalty among fashion devotees in Japan, Start Today has quickly become the market leader in online fashion in Japan, beating out Yahoo! Japan, Rakuten and Amazon, the incumbents. We sold the Fund’s position in Start Today following a span of strong performance and as valuations became stretched, in our view.

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

The biggest detractors from Fund performance relative to the MSCI EAFE Index during the Reporting Period were Swiss bank Credit Suisse, Italian bank UniCredit and Irish bank Bank of Ireland — all European banks, which broadly performed poorly given uncertainty and negative sentiment following a “leave” majority in the U.K.’s referendum on European Union membership.

Credit Suisse detracted most from the Fund’s results during the Reporting Period. In addition to the after-effect of the Brexit vote, the bank’s share price declined following reports of weaker than market-expected fourth quarter 2015 results, citing difficult market conditions amidst its transition to shrink its investment bank and focus on its private bank. At the end of the Reporting Period, we believed the stock still presented significant long-term value.

Shares of UniCredit sold off along with other Italian banks in January 2016 following increased concerns surrounding Italian non-performing loans. This came after the resolution of four small Italian banks at the end of 2015, which triggered the bail-in of their subordinated debt. (A non-performing loan is the sum of borrowed money upon which the debtor has not made his or her schedule payments for at least 90 days. A non-performing loan is either in default or close to being in default. A bail-in occurs when the borrower’s creditors are forced to bear some of the burden by having a portion of their debt written off.) We believe these banks represented isolated cases and that asset quality in Italy is gradually improving. The aftermath of the Brexit vote also contributed to the bank’s relative weakness. Still, at the end of the Reporting Period, we believed UniCredit remained attractively valued relative to other European banks.

Given Bank of Ireland’s meaningful U.K. exposure, its underperformance of the MSCI EAFE Index was most closely tied to the uncertainty and negative sentiment following the surprise results of the Brexit vote.

Which equity market sectors most significantly affected Fund performance?

Effective security selection within the consumer discretionary, consumer staples and industrials sectors contributed positively. Having an overweight to consumer staples, which lagged the MSCI EAFE Index during the Reporting Period, and an underweight

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

to consumer discretionary, which was the second weakest sector in the MSCI EAFE Index during the Reporting Period, also helped. Partially offsetting these positive contributors was stock selection in the financials, health care and utilities sectors, which detracted most from the Fund’s performance relative to the MSCI EAFE Index during the Reporting Period.

Which countries or regions most affected the Fund’s performance during the Reporting Period?

Typically, the Fund’s individual stock holdings will significantly influence the Fund’s performance within a particular country or region relative to the MSCI EAFE Index. This effect may be even more pronounced in countries that represent only a modest proportion of the MSCI EAFE Index.

That said, the Fund’s effective stock selection in Japan, Germany and France contributed most positively to the Fund’s returns relative to the MSCI EAFE Index. The countries that detracted most from the Fund’s performance during the Reporting Period were Switzerland, Australia and Italy, where stock selection and positioning overall hurt.

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

During the Reporting Period, we did not use derivatives to hedge positions or as part of an active management strategy.

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

In addition to those purchases already mentioned, among the Fund’s other purchases during the Reporting Period were Moncler, Virgin Money and UBM.

We initiated a Fund position in Moncler, a French/Italian apparel brand, most known for its down jackets and sportswear. The company operates in a niche segment of luxury, where there is little competition and where it has continued to have strong momentum. We believe the company should benefit as what is known as the “affordable luxury” segment gains traction with millennials. There is substantial growth potential compared to other luxury brands, in our opinion, which have already over-expanded and are now seeing declining revenue growth. Moncler’s management team is thoughtful, in our view, about the longer-term sustainability of its business, recently choosing to bring its production in house, focus on new product lines and invest in digital/online. Its stock had underperformed the MSCI EAFE Index during the Reporting Period due to warm weather, weak sentiment around exposure to China and a small change in business strategy that concerned the market but which we view as positive. We see each of these headwinds as short-term and believe they created an attractive entry point for the Fund.

We introduced Virgin Money to the Fund during the Reporting Period. Virgin Money is a financial services company based in the U.K. (services available in the U.K, South Africa and Australia), offering retail mortgage, credit cards, savings, individual savings accounts (U.K. tax free accounts), investments and insurance. We saw the company as a favorable opportunity, as it attracts customers with its brand (it calls branches “lounges” as part of its customer experience) and information technology platform. When Northern Rock was bailed out by the U.K. government, Virgin Money bought its platform as a distressed asset. In our view, Virgin Money benefits from strong earnings growth potential as it expands, owing to a fixed cost base (ex-Northern Rock platform) and therefore high operating leverage.

UBM is a global business-to-business event organizer headquartered in the U.K. The majority of its revenues are derived from participating companies in the trade shows, who tend to book attendance one year in advance. We find the company attractive, as it offers steady growth potential and relative immunity to recessions, since companies book in advance and still attend trade shows in a downturn. UBM is also debt light.

In addition to those sales already mentioned, we exited the Fund’s positions in Total and Societe Generale.

We exited the Fund’s position in French integrated oil company Total following a span of relative outperformance. We decided to redeploy capital in other opportunities in the energy sector.

We sold the Fund’s position in French diversified bank Societe Generale due to weak results and our concerns about its ability to improve its efficiency in order to improve returns.

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

In constructing the Fund’s portfolio, we focus on picking stocks rather than on making regional, country, sector or industry bets. We seek to outpace the benchmark index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. Consequently, changes in its sector or country weights are generally the direct result of individual stock selection or of stock appreciation or depreciation. That said, there were no notable changes in the Fund’s sector or country weightings during the Reporting Period.

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

How was the Fund positioned relative to its benchmark index at the end of the Reporting Period?

At the end of June 2016, the Fund had a greater weighting than the MSCI EAFE Index in the consumer staples sector. The Fund had underweighted allocations to the consumer discretionary, industrials, financials and materials sectors and was rather neutrally weighted to the MSCI EAFE Index in the energy, health care, information technology, utilities and telecommunication services sectors at the end of the Reporting Period.

From a country perspective, the Fund had greater positions in Ireland, Italy and Belgium relative to the MSCI EAFE Index at the end of June 2016. The Fund had less exposure to Australia, the U.K., Switzerland and the Netherlands than the MSCI EAFE Index and was rather neutrally weighted to the MSCI EAFE Index in Portugal, Norway, Sweden, China, Singapore, Germany, Spain, Japan, Denmark and France at the end of the Reporting Period. On the same date, the Fund had no exposure to the remaining components of the MSCI EAFE Index and did have exposure to South Korea, which is not a component of the MSCI EAFE Index.

As always, we remained focused on individual stock selection, with sector and country positioning being a secondary, but closely monitored, effect.

What is the Fund’s tactical view and strategy for the months ahead?

At the end of the Reporting Period, persistently low economic growth, interest rates and visibility reinforced our expectation for lower than average returns across asset classes for the remainder of 2016. In our view, equities remain relatively attractive in this environment. We believe equities can still generate positive returns for calendar year 2016, driven by earnings growth.

We believe the potential drivers of upside for regional equity markets, especially outside of the U.S., remain unchanged. However, increased political risk and macroeconomic uncertainty make the near-term risks and rewards more balanced across regions, in our opinion.

Political and economic risks have increased for Europe, especially for the U.K. following the Brexit vote. European companies are more affected by slower GDP growth than U.S. companies because they have higher operating leverage, which could be a near-term headwind. But should economic growth start to improve, we continue to believe European companies have the potential for their earnings growth to catch up to that of their U.S. peers. Heightened global macroeconomic uncertainty drove up the yen, a negative for Japan’s significant export-oriented economy. We believe a strong yen is also likely to dampen inbound tourism, which had been increasing of late. We maintain our belief that Japanese equities may be the beneficiary going forward of a number of non-macro drivers, such as improving corporate governance, potential for shareholder-friendly uses of cash and reasonable valuations.

As always, we maintain our focus on seeking companies that we believe will generate long-term growth in today’s ever-changing market conditions.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Index Definitions

 

The MSCI® EAFE Index is a market capitalization-weighted composite of securities in 21 developed markets. The MSCI® Index approximates the minimum possible dividend reinvestment. The dividend is reinvested after deduction for withholding tax, applying the rate to non-resident individuals who do not benefit from double taxation treaties. MSCI® Barra uses withholding tax rates applicable to Luxembourg holding companies, as Luxembourg applies the highest rates. The MSCI® EAFE Index is unmanaged and the figures for the Index do not include any deduction for fees or expenses. It is not possible to invest directly in an index.

 

5


FUND BASICS

 

Strategic International Equity Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 06/30/16    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      -10.57      1.92      0.98      3.15    1/12/98
Service      -10.81         1.66         0.76         0.73       1/9/06

 

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

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

Performance reflects fee waivers and/or expense limitations in effect during the periods shown. In their absence, performance would be reduced.

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)         
Institutional        0.87      1.06  
Service        1.12         1.31           

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 06/30/163

 

Holding  

% of

Net Assets

    Line of Business   Country
Royal Dutch Shell PLC Class A     4.6%      Energy   Netherlands
Anheuser-Busch InBev SA/NV     3.9     Food, Beverage & Tobacco   Belgium
Novartis AG (Registered)     3.2     Pharmaceuticals, Biotechnology & Life Sciences   Switzerland
Japan Tobacco, Inc.     2.8     Food, Beverage & Tobacco   Japan
Beiersdorf AG     2.5     Household & Personal Products   Germany
iShares MSCI Japan Fund     2.5     Exchange Traded Fund   United States
Kerry Group PLC Class A     2.5     Food, Beverage & Tobacco   Ireland
Australia & New Zealand Banking Group Ltd.     2.3     Banks   Australia
Bayer AG (Registered)     2.3     Pharmaceuticals, Biotechnology & Life Sciences   Germany
Kao Corp.     2.3     Household & Personal Products   Japan

 

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

 

6


FUND BASICS

 

FUND VS. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2016

 

 

 

LOGO

 

 

 

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

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – 94.6%   

 

Australia – 4.6%

  

  190,888       Australia & New Zealand Banking Group Ltd. (Banks)    $ 3,477,989   
  65,306       BHP Billiton PLC (Materials)      826,574   
  363,921       Computershare Ltd. (Software & Services)      2,516,481   
     

 

 

 
        6,821,044   

 

 

 

 

Belgium – 3.9%

  

  43,794       Anheuser-Busch InBev SA/NV (Food, Beverage & Tobacco)      5,791,163   

 

 

 

 

China – 0.6%

  

  486,000       China Mengniu Dairy Co. Ltd. (Food, Beverage & Tobacco)      850,215   

 

 

 

 

Denmark – 1.9%

  

  51,786       Novo Nordisk A/S Class B (Pharmaceuticals, Biotechnology & Life Sciences)      2,788,826   

 

 

 

 

France – 8.7%

  

  18,489       Air Liquide SA (Materials)      1,926,215   
  57,092       Klepierre (REIT)      2,519,199   
  25,473       Publicis Groupe SA (Media)      1,704,206   
  54,369       Rexel SA (Capital Goods)*      683,548   
  32,372       Safran SA (Capital Goods)      2,179,989   
  21,087       Sanofi (Pharmaceuticals, Biotechnology & Life Sciences)      1,751,965   
  30,647       Vinci SA (Capital Goods)      2,162,663   
     

 

 

 
        12,927,785   

 

 

 

 

Germany – 9.0%

  

  34,064       Bayer AG (Registered) (Pharmaceuticals, Biotechnology & Life Sciences)      3,421,215   
  39,448       Beiersdorf AG (Household & Personal Products)      3,734,722   
  160,378       Commerzbank AG (Banks)      1,044,438   
  15,745       Covestro AG (Materials)(a)      701,288   
  42,229       GEA Group AG (Capital Goods)      1,993,266   
  32,475       SAP SE (Software & Services)      2,439,040   
     

 

 

 
        13,333,969   

 

 

 

 

Ireland – 5.5%

  

  9,498,054       Bank of Ireland (Banks)*      1,935,103   
  41,081       Kerry Group PLC Class A (Food, Beverage & Tobacco)      3,643,424   
  42,295       Shire PLC (Pharmaceuticals, Biotechnology & Life Sciences)      2,613,937   
     

 

 

 
        8,192,464   

 

 

 

 

Italy – 4.4%

  

  599,820       Enel SpA (Utilities)      2,662,870   
  71,896       Moncler SpA (Consumer Durables & Apparel)      1,135,048   

 

 

 
  Common Stocks – (continued)   

 

Italy – (continued)

  

  2,295,502       Telecom Italia SpA (Telecommunication Services)*    $ 1,885,317   
  386,002       UniCredit SpA (Banks)      848,917   
     

 

 

 
        6,532,152   

 

 

 

 

Japan – 20.8%

  

  15,100       Dentsu, Inc. (Media)      707,825   
  80,900       HIS Co. Ltd. (Consumer Services)      2,612,681   
  66,400       Hoya Corp. (Health Care Equipment & Services)      2,371,542   
  103,500       Japan Tobacco, Inc. (Food, Beverage & Tobacco)      4,171,278   
  57,400       Kao Corp. (Household & Personal Products)      3,343,100   
  94,800       KDDI Corp. (Telecommunication Services)      2,882,843   
  113,400       Kubota Corp. (Capital Goods)      1,533,772   
  168,000       Mitsubishi Estate Co. Ltd. (Real Estate)      3,081,589   
  36,700       Nidec Corp. (Capital Goods)      2,793,715   
  172,000       ORIX Corp. (Diversified Financials)      2,225,760   
  26,100       Pola Orbis Holdings, Inc. (Household & Personal Products)      2,456,275   
  92,800       Sumitomo Mitsui Financial Group, Inc. (Banks)      2,679,606   
     

 

 

 
        30,859,986   

 

 

 

 

Netherlands – 6.0%

  

  20,293       ASML Holding NV (Semiconductors & Semiconductor Equipment)      1,997,607   
  249,409       Royal Dutch Shell PLC Class A (Energy)      6,850,060   
     

 

 

 
        8,847,667   

 

 

 

 

Norway – 1.2%

  

  106,852       Statoil ASA (Energy)      1,846,238   

 

 

 

 

Singapore – 1.8%

  

  223,021       DBS Group Holdings Ltd. (Banks)      2,629,623   

 

 

 

 

South Korea – 0.9%

  

  36,051       Kia Motors Corp. (Automobiles & Components)      1,358,380   

 

 

 

 

Spain – 4.1%

  

  283,125       Banco Bilbao Vizcaya Argentaria SA (Banks)      1,622,151   
  766,618       Banco Popular Espanol SA (Banks)      996,264   
  161,661       EDP Renovaveis SA (Utilities)      1,216,816   
  330,670       Iberdrola SA (Utilities)      2,255,688   
     

 

 

 
        6,090,919   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

 

    
Shares
     Description    Value  
  Common Stocks – (continued)   

 

Sweden – 3.3%

  

  77,478       Hennes & Mauritz AB Class B (Retailing)    $ 2,279,466   
  81,339       Svenska Cellulosa AB SCA Class B (Household & Personal Products)      2,613,476   
     

 

 

 
        4,892,942   

 

 

 

 

Switzerland – 9.1%

  

  194,438       Credit Suisse Group AG (Registered) (Diversified Financials)*      2,071,235   
  57,513       Novartis AG (Registered) (Pharmaceuticals, Biotechnology & Life Sciences)      4,747,040   
  6,167       Syngenta AG (Registered) (Materials)      2,367,194   
  128,097       UBS Group AG (Registered) (Diversified Financials)      1,662,134   
  50,522       Wolseley PLC (Capital Goods)      2,616,213   
     

 

 

 
        13,463,816   

 

 

 

 

United Kingdom – 8.8%

  

  274,524       Aviva PLC (Insurance)      1,447,096   
  159,212       BTG PLC (Pharmaceuticals, Biotechnology & Life Sciences)*      1,537,716   
  287,533       Just Eat PLC (Software & Services)*      1,641,393   
  67,633       Melrose Industries PLC (Capital Goods)      384,230   
  473,096       Rentokil Initial PLC (Commercial & Professional Services)      1,221,728   
  34,705       Rio Tinto PLC (Materials)      1,078,164   
  153,988       UBM PLC (Media)      1,320,651   
  445,088       Virgin Money Holdings UK PLC (Banks)      1,493,223   
  980,108       Vodafone Group PLC (Telecommunication Services)      2,988,212   
     

 

 

 
        13,112,413   

 

 

 
  TOTAL COMMON STOCKS   
  (Cost $148,577,111)    $ 140,339,602   

 

 

 
     
  Exchange Traded Funds – 3.5%   

 

United States – 3.5%

  

  26,431       iShares MSCI EAFE Fund    $ 1,475,114   
  321,029       iShares MSCI Japan Fund      3,691,834   

 

 

 
  TOTAL EXCHANGE TRADED FUNDS   
  (Cost $5,454,248)    $ 5,166,948   

 

 

 
  TOTAL INVESTMENTS – 98.1%   
  (Cost $154,031,359)    $ 145,506,550   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 1.9%

     2,780,586   

 

 

 
  NET ASSETS – 100.0%    $ 148,287,136   

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.
(a)   Exempt from registration under Rule 144A of the Securities Act of 1933. Under procedures approved by the Board of Trustees, such securities may be deemed liquid by the Investment Adviser and may be resold, normally to qualified institutional buyers in transactions exempt from registration. Total market value of Rule 144A securities amounts to $701,288, which represents approximately 0.5% of net assets as of June 30, 2016.

 

Investment Abbreviation:
REIT   —Real Estate Investment Trust

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:  

Investments, at value (cost $154,031,359)

   $ 145,506,550   

Cash

     2,455,008   

Foreign currencies, at value (cost $136,877)

     136,793   

Receivables:

  

Dividends

     501,568   

Foreign tax reclaims

     429,451   

Reimbursement from investment adviser

     20,565   

Fund shares sold

     1,361   
Total assets      149,051,296   
  
  
Liabilities:    

Payables:

  

Investments purchased

     397,085   

Fund shares redeemed

     129,507   

Management fees

     99,140   

Distribution and Service fees and Transfer Agency fees

     25,022   

Accrued expenses

     113,406   
Total liabilities      764,160   
  
  
Net Assets:    

Paid-in capital

     245,663,508   

Undistributed net investment income

     2,326,865   

Accumulated net realized loss

     (91,151,991

Net unrealized loss

     (8,551,246
NET ASSETS    $ 148,287,136   

Net Assets:

  

Institutional

   $ 38,803,556   

Service

     109,483,580   

Total Net Assets

   $ 148,287,136   

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

  

Institutional

     4,384,513   

Service

     12,356,959   

Net asset value, offering and redemption price per share:

  

Institutional

     $8.85   

Service

     8.86   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:  

Dividends (net of foreign taxes withheld of $270,413)

   $ 3,034,213   
  
  
Expenses:    

Management fees

     631,835   

Distribution and Service fees — Service Shares(a)

     137,040   

Custody, accounting and administrative services

     58,606   

Professional fees

     43,731   

Printing and mailing costs

     33,788   

Transfer Agency fees(a)

     14,865   

Trustee fees

     11,954   

Other

     9,311   
Total expenses      941,130   

Less — expense reductions

     (135,761
Net expenses      805,369   
NET INVESTMENT INCOME      2,228,844   
  
  
Realized and unrealized gain (loss):    

Net realized loss from:

  

Investments

     (5,117,755

Foreign currency transactions

     (26,224

Net change in unrealized gain (loss) on:

  

Investments (including the effects of the net change in the foreign capital gains tax liability of $(176,824))

     (3,137,955

Foreign currency translation

     98,164   
Net realized and unrealized loss      (8,183,770
NET DECREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ (5,954,926

(a) Institutional and Service Shares incurred Transfer Agency fees of $3,903 and $10,962, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2016
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2015
 
     
From operations:  

Net investment income

   $ 2,228,844       $ 2,199,254   

Net realized gain (loss)

     (5,143,979      1,656,787   

Net change in unrealized loss

     (3,039,791      (1,838,095
Net increase (decrease) in net assets resulting from operations      (5,954,926      2,017,946   
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

             (744,425

Service Shares

             (1,759,317
Total distributions to shareholders              (2,503,742
     
     
From share transactions:        

Proceeds from sales of shares

     2,629,286         10,473,455   

Reinvestment of distributions

             2,503,742   

Cost of shares redeemed

     (6,934,849      (27,045,586
Net decrease in net assets resulting from share transactions      (4,305,563      (14,068,389
TOTAL DECREASE      (10,260,489      (14,554,185
     
     
Net assets:        

Beginning of period

     158,547,625         173,101,810   

End of period

   $ 148,287,136       $ 158,547,625   
Undistributed net investment income    $ 2,326,865       $ 98,021   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

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

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 9.19      $ 0.14 (d)    $ (0.48   $ (0.34   $      $ 8.85        (3.70 )%    $ 38,804        0.90 %(e)      1.08 %(e)      3.18 %(d)(e)      22

2016 - Service

    9.21        0.13 (d)      (0.48     (0.35            8.86        (3.80     109,484        1.15 (e)      1.33 (e)      2.93 (d)(e)      22   

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    9.26        0.14 (f)      (0.04     0.10        (0.17     9.19        1.05        41,737        0.89        1.06        1.42 (f)      58   

2015 - Service

    9.28        0.12 (f)      (0.05     0.07        (0.14     9.21        0.77        116,811        1.14        1.31        1.18 (f)      58   

2014 - Institutional

    10.43        0.39 (g)      (1.18     (0.79     (0.38     9.26        (7.54     46,871        0.99        1.04        3.75 (g)      74   

2014 - Service

    10.44        0.36 (g)      (1.17     (0.81     (0.35     9.28        (7.70     126,230        1.24        1.29        3.47 (g)      74   

2013 - Institutional

    8.56        0.16        1.89        2.05        (0.18     10.43        24.20        59,187        0.98        1.05        1.67        95   

2013 - Service

    8.57        0.13        1.90        2.03        (0.16     10.44        23.73        152,513        1.23        1.30        1.42        95   

2012 - Institutional

    7.20        0.16        1.38        1.54        (0.18     8.56        21.17        56,872        0.97        1.03        2.06        110   

2012 - Service

    7.22        0.14        1.37        1.51        (0.16     8.57        20.82        139,250        1.22        1.28        1.80        110   

2011 - Institutional

    8.82        0.26 (h)      (1.59     (1.33     (0.29     7.20        (15.05     55,954        0.99        1.04        3.03 (h)      143   

2011 - Service

    8.83        0.24 (h)      (1.58     (1.34     (0.27     7.22        (15.16     125,991        1.24        1.29        2.80 (h)      143   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund’s portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments. If such transactions were included, the Fund’s portfolio turnover rate may be higher.
(d) Reflects income recognized from a corporate action which amounted to $0.03 per share and 0.31% of average net assets.
(e) Annualized.
(f) Reflects income recognized from a corporate action which amounted to $0.02 per share and 0.17% of average net assets.
(g) Reflects income recognized from a corporate action which amounted to $0.22 per share and 2.10% of average net assets.
(h) Reflects income recognized from a corporate action which amounted to $0.11 per share and 1.33% of average net assets.

 

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


 

GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs Strategic International Equity Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

Goldman Sachs Asset Management International (“GSAMI”), an affiliate of Goldman, Sachs & Co. (“Goldman Sachs”), serves as investment adviser to the Fund pursuant to a management agreement (the “Agreement”) with the Trust.

2.    SIGNIFICANT ACCOUNTING POLICIES

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

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

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

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Fund are charged to the Fund, while such expenses incurred by the Trust are allocated across the Fund on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

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

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

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

The characterization of distributions to shareholders for financial reporting purposes is determined in accordance with federal income tax rules, which may differ from GAAP. The source of the Fund’s distributions may be shown in the accompanying

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

financial statements as either from net investment income, net realized gain or capital. Certain components of the Fund’s net assets on the Statement of Assets and Liabilities reflect permanent GAAP/tax differences based on the appropriate tax character.

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

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

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

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

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

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

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

Equity Securities — Equity securities traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price is believed by GSAMI to not represent fair value, equity securities are valued at the last bid price for long positions and at the last ask price for short positions. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under Valuation Procedures approved by the Trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. These investments are generally classified as Level 2 of the fair value hierarchy.

Exchange Traded Funds — Investments in exchange-traded funds (“ETFs”) are valued daily at the last sale price or official closing price on the principal exchange or system on which the investment is traded. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2. For information regarding an ETF’s accounting policies and investment holdings, please see the ETF’s shareholder report.

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAMI believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under Valuation Procedures approved by the Trustees. GSAMI, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining a Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments classified in the fair value hierarchy as of June 30, 2016:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments(a)               

Asia

     $         $ 35,698,204         $   

Australia and Oceania

                 6,821,044             

Europe

                 97,820,354             

North America

       5,166,948                       
Total      $ 5,166,948         $ 140,339,602         $   

 

(a) Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of NAV. Security valuations are based on the principal exchange or system on which they are traded, which may differ from country of domicile noted in table. The Fund utilizes fair value model prices provided by an independent fair value service for certain international equity securities, resulting in a Level 2 classification.

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

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAMI manages the Fund, subject to the general supervision of the Trustees.

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

For the six months ended June 30, 2016, contractual and effective net management fees with GSAMI were at the following rates:

 

Contractual Management Rate        
First
$1 billion
  Next
$1 billion
    Next
$3 billion
    Next
$3 billion
    Over
$8 billion
    Effective
Rate
    Effective Net
Management Rate^
 
0.85%     0.77     0.73     0.72     0.71     0.85     0.81 %* 

 

^ Effective Net Management Rate includes the impact of management fee waivers of affiliated underlying funds, if any.
* GSAMI agreed to waive a portion of its management fee in order to achieve a net management rate, as defined in the Fund’s most recent prospectus. This waiver will be effective through at least April 29, 2017 and prior to such date GSAMI may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2016, GSAMI waived $29,734 of its management fee.

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares.

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

D.  Other Expense Agreements and Affiliated Transactions — GSAMI has agreed to limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAMI for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.044%. Prior to April 30, 2016 the Other Expense limitation for the Fund was 0.084%. The Other Expense limitation will remain in place through at least April 29, 2017, and prior to such date GSAMI may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, GSAMI reimbursed $105,344 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the six months ended June 30, 2016, custody fee credits were $683.

E.  Line of Credit Facility — As of June 30, 2016, the Fund participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAMI or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Fund did not have any borrowings under the facility.

5.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were $32,854,497 and $35,205,631, respectively.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

6.    TAX INFORMATION

 

As of the Fund’s most recent fiscal year end, December 31, 2015, the Fund’s capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

 

Capital loss carryforwards:(1)   

Expiring 2016

     (21,940,989

Expiring 2017

     (63,558,058
Total capital loss carryforwards    $ (85,499,047
Timing differences (Qualified Late Year Loss Deferral/Post October Loss Deferral)    $ (64,875

 

(1) Expiration occurs on December 31 of the year indicated.

As of June 30, 2016, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 154,481,611   
Gross unrealized gain      13,992,238   
Gross unrealized loss      (22,967,299
Net unrealized loss    $ (8,975,061

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales.

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

7.    OTHER RISKS

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

Foreign Countries Risk — Investing in foreign markets may involve special risks and considerations not typically associated with investing in the U.S. Foreign securities may be subject to risk of loss because of more or less foreign government regulation, less public information and less economic, political and social stability in the countries in which the Fund invests. Loss may also result from the imposition of exchange controls, confiscations and other government restrictions by the U.S. or other governments, or from problems in registration, settlement or custody. Foreign risk also involves the risk of negative foreign currency rate fluctuations, which may cause the value of securities denominated in such foreign currency (or other instruments through which the Fund has exposure to foreign currencies) to decline in value. Currency exchange rates may fluctuate significantly over short periods of time.

Foreign Custody Risk — The Fund that invests in foreign securities may hold such securities and cash with foreign banks, agents, and securities depositories appointed by the Fund’s custodian (each a “Foreign Custodian”). Some foreign custodians may be recently organized or new to the foreign custody business. In some countries, Foreign Custodians may be subject to little or no regulatory oversight over, or independent evaluation of, their operations. Further, the laws of certain countries may place limitations on the Fund’s ability to recover its assets if a Foreign Custodian enters bankruptcy.

Investments in Other Investment Companies — As a shareholder of another investment company, including an exchange traded fund (“ETF”), the Fund will indirectly bear its proportionate share of any net management fees and other expenses paid by such other investment companies, in addition to the fees and expenses regularly borne by the Fund. ETFs are subject to risks that do not apply to conventional mutual funds, including but not limited to the following: (i) the market price of the ETF’s shares may

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

 

7.    OTHER RISKS (continued)

 

trade at a premium or a discount to their NAV; and (ii) an active trading market for an ETF’s shares may not develop or be maintained.

Large Shareholder Transactions Risk — The Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

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

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

8.    INDEMNIFICATIONS

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

9.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAMI has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

10.    SUMMARY OF SHARE TRANSACTIONS

 

 

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      67,724      $ 597,980        78,427      $ 762,672   
Reinvestment of distributions                    81,626        744,425   
Shares redeemed      (226,502     (1,995,293     (678,130     (6,709,975
       (158,778     (1,397,313     (518,077     (5,202,878
Service Shares         
Shares sold      230,207        2,031,306        982,644        9,710,783   
Reinvestment of distributions                    192,485        1,759,317   
Shares redeemed      (558,830     (4,939,556     (2,092,691     (20,335,611
       (328,623     (2,908,250     (917,562     (8,865,511
NET DECREASE      (487,401   $ (4,305,563     (1,435,639   $ (14,068,389

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

Fund Expenses — Six Month Period Ended June 30,  2016 (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

Share Class   Beginning
Account Value
01/01/16
   

Ending

Account Value
06/30/16

   

Expenses Paid

for the

6 Months

Ended

06/30/16*

 
Institutional        
Actual   $ 1,000      $ 963.00      $ 4.39   
Hypothetical 5% return     1,000        1,020.39     4.52   
Service        
Actual     1,000        962.00        5.61   
Hypothetical 5% return     1,000        1,019.14     5.77   

 

  * Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.90% and 1.15% for Institutional and Service Shares, respectively.  

 

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

 

Background

The Goldman Sachs Strategic International Equity Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management International (the “Investment Adviser”) on behalf of the Fund.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), and a benchmark performance index, and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider;
  (ii)   the Fund’s expense trends over time; and
  (iii)   to the extent the Investment Adviser manages other types of accounts (such as bank collective trusts, private wealth management accounts, institutional separate accounts, sub-advised mutual funds, and non-U.S. funds) having investment objectives and policies similar to those of the Fund, comparative information on the advisory fees charged and services provided to those accounts by the Investment Adviser;
  (f)   with respect to the extensive investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)   the undertaking of the Investment Adviser to waive certain fees and to limit certain expenses of the Fund that exceed a specified level;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;
  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationship with the Investment Adviser;
  (l)   information regarding commissions paid by the Fund and broker oversight, an update on the Investment Adviser’s soft dollars practices, other information regarding portfolio trading, and how the Investment Adviser carries out its duty to seek best execution;

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Fund by its unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Fund’s distribution arrangements. They received information regarding the Fund’s assets, share purchase and redemption activity, and payment of distribution and service fees by the Fund’s Service Shares. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Fund and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Fund. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Fund by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Fund and its service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Fund and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Fund. In this regard, they compared the investment performance of the Fund to its peers using rankings and ratings compiled by the Outside Data Provider as of December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on the Fund’s investment performance was provided for the one-, three-, five-, and ten-year periods ending on the applicable dates. The Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies and market conditions.

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Fund’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management.

The Trustees observed that the Fund’s Institutional Shares had placed in the second quartile of the Fund’s peer group for the one-, three-, and five-year periods, and in the third quartile for the ten-year period, and had outperformed the Fund’s benchmark index for the one-, three-, and five-year periods and underperformed for the ten-year period ended March 31, 2016.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Fund thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fee and breakpoints to those of a relevant peer group and category universe; an expense analysis which compared the Fund’s overall net and gross expenses to a peer group and a category universe; and a five-year history comparing the Fund’s net expenses to the peer and category medians. The analyses also compared the Fund’s transfer agency, custody, and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.

In addition, the Trustees considered the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. They also considered, to the extent that the Investment Adviser manages other types of accounts having investment objectives and policies similar to those of the Fund, comparative fee information for services provided by the Investment Adviser to those accounts, and information that indicated that services provided to the Fund differed in various significant respects from the services provided to other types of accounts which, in many cases, operated under less stringent legal and regulatory structures, required fewer services from the Investment Adviser to a smaller number of client contact points, and were less time-intensive.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust the Fund were provided for 2015 and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund at the following annual percentage rates of the average daily net assets of the Fund:

 

First $1 billion     0.85
Next $1 billion     0.77   
Next $3 billion     0.73   
Next $3 billion     0.72   
Over $8 billion     0.71   

 

The Trustees noted that the breakpoints were designed to share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. The Trustees considered the amounts of assets in the Fund; the Fund’s recent share purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer group; and the Investment Adviser’s undertaking to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level. Upon reviewing these matters at the Annual Meeting, the Trustees concluded that the fee breakpoints represented a means of assuring that benefits of scalability, if any, would be passed along to shareholders at the specified asset levels.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund as stated above, including: (a) transfer agency fees received by Goldman, Sachs & Co. (“Goldman Sachs”); (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) research received by the Investment Adviser from broker-dealers in exchange for executing certain transactions on behalf of the Fund; (d) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (e) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (f) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (g) Goldman Sachs’ retention of certain fees as Fund Distributor; (h) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund; and (i) the possibility that the working relationship between the Investment Adviser and the Fund’s third-party service providers may cause those service providers to be

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Fund and Its Shareholders

The Trustees also noted that the Fund receives certain potential benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Fund as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization; (g) the Fund’s access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; and (h) the Fund’s access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Fund and its shareholders and that the Management Agreement should be approved and continued with respect to the Fund until June 30, 2017.

 

28


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels       Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York, New York 10282

GOLDMAN SACHS ASSET MANAGEMENT INTERNATIONAL

Investment Adviser

Christchurch Court, 10-15 Newgate Street London, EC1A 7HD, England, United Kingdom

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Economic and market forecasts presented herein reflect our judgment as of the date of this presentation and are subject to change without notice. These forecasts do not take into account the specific investment objectives, restrictions, tax and financial situation or other needs of any specific client. Actual data will vary and may not be reflected here. These forecasts are subject to high levels of uncertainty that may affect actual performance. Accordingly, these forecasts should be viewed as merely representative of a broad range of possible outcomes. These forecasts are estimated, based on assumptions, and are subject to significant revision and may change materially as economic and market conditions change. Goldman Sachs has no obligation to provide updates or changes to these forecasts. Case studies and examples are for illustrative purposes only.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

References to indices, benchmarks or other measures of relative market performance over a specified period of time are provided for your information only and do not imply that the portfolio will achieve similar results. The index composition may not reflect the manner in which a portfolio is constructed. While an adviser seeks to design a portfolio which reflects appropriate risk and return features, portfolio characteristics may deviate from those of the benchmark.

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

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

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

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

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs Strategic International Equity Fund.

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

© 2016 Goldman Sachs. All rights reserved.

VITINTLSAR-16/58894-TMPL-08/2016/12.2K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

U.S. Equity Insights Fund

Semi-Annual Report

June 30, 2016

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

INVESTMENT OBJECTIVE

The Fund seeks long-term growth of capital and dividend income.

 

 

Portfolio Management Discussion and Analysis

Below, the Goldman Sachs Quantitative Investment Strategies Team discusses the Goldman Sachs Variable Insurance Trust — Goldman Sachs U.S. Equity Insights Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2016 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional and Service Shares generated cumulative total returns of 1.74% and 1.61%, respectively. These returns compare to the 3.84% cumulative total return of the Fund’s benchmark, the Standard & Poor’s 500® Index (with dividends reinvested) (the “S&P 500® Index”) during the same time period.

What economic and market factors most influenced the equity markets as a whole during the Reporting Period?

Representing the U.S. equity market, the S&P 500® Index gained 3.84% during the Reporting Period.

As the Reporting Period began in January 2016, U.S. equities were embroiled in a global rout, triggered by investor concerns about an intensifying economic slowdown in China and exacerbated by an oil price plunge. Following a December 2015 interest rate hike, the January 2016 Federal Reserve (“Fed”) statement acknowledged these external risks and tightening financial conditions. U.S. equities stabilized in February 2016, as market sentiment improved on the more dovish tone set by global central banks. (Dovish language tends to suggest lower interest rates.) U.S. equities were also supported by stronger economic data, rallying as fourth quarter U.S. Gross Domestic Product (“GDP”) came in above consensus expectations. In March 2016, the Fed kept interest rates on hold and surprised on the dovish side, reducing its forecast to two interest rate hikes in 2016, down from four. Along with receding global economic concerns, we believe this helped to drive a recovery in U.S. equities. Released in March 2016, February 2016 unemployment data came in ahead of market consensus, with unemployment steady at 4.9% in spite of higher participation rates and declining underemployment.

Following the rebound in March 2016, market sentiment appeared to remain sanguine in April 2016, as oil prices rose and China’s economic growth concerns abated. U.S. equities fell near the end of the month as investors were disappointed by a lack of additional stimulus from the Bank of Japan and by a weaker than consensus expected first quarter U.S. GDP rate of 0.5%. Hawkish Fed minutes released in May 2016 temporarily revived market expectations for a Fed interest rate hike in June 2016, but weaker than expected May 2016 payroll data subsequently drove such expectations lower. (Hawkish language tends to suggest higher interest rates; opposite of dovish.) The Fed ultimately held interest rates steady in June 2016 and signaled a slower pace of hikes, acknowledging the slowdown in the labor market. Markets were otherwise dominated in June 2016 by the U.K. referendum on membership in the European Union, popularly known as Brexit. U.S. equities sold off in the global risk-off, or heightened risk averse, sentiment in June 2016 following the surprise “leave” result. Markets rebounded in the latter days of the month owing to improving risk sentiment as markets digested the Brexit vote outcome and on dovish remarks from Bank of England Governor Carney.

For the Reporting Period overall, telecommunication services and utilities were the best performing sectors in the S&P 500 Index by a wide margin. Energy and consumer staples also posted double-digit gains. The energy sector was the largest positive contributor to S&P 500 Index returns, as measured by weight times performance. The weakest performing sectors in the S&P 500 Index during the Reporting Period were financials and information technology, the only two to post negative absolute returns, followed by consumer discretionary and health care, which were also weak but generated modestly positive returns during the Reporting Period.

Within the U.S. equity market, there was significant disparity in performance not only among sectors but also among the various capitalization and style segments. While all capitalization segments posted positive returns, mid-cap stocks, as measured by the Russell Midcap® Index, performed best, followed by large-cap stocks, as measured by the Russell 1000® Index, and then, small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, value-oriented stocks significantly outpaced growth-oriented stocks across the capitalization spectrum. Value outperformed relative to growth during the Reporting Period primarily due to weaker performance of the growth-oriented health care sector. (All as measured by the Russell Investments indices.)

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

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

During the Reporting Period, the Fund underperformed the S&P 500® Index largely due to stock selection driven by our quantitative model and two of our quantitative model’s six investment themes. Four of our quantitative model’s six investment themes contributed positively to the Fund’s relative returns.

What impact did the Fund’s investment themes have on performance during the Reporting Period?

As expected, and in keeping with our investment approach, our quantitative model and its six investment themes — Valuation, Profitability, Quality, Management, Momentum and Sentiment — had the greatest impact on relative performance. We use these themes to take a long-term view of market patterns and look for inefficiencies, selecting stocks for the Fund and overweighting or underweighting the ones chosen by the model. Over time and by design, the performance of any one of the model’s investment themes tends to have a low correlation with the model’s other themes, demonstrating the diversification benefit of the Fund’s theme-driven quantitative model. The variance in performance supports our research indicating that the diversification provided by the Fund’s different investment themes is a significant investment advantage over the long term, even though the Fund may experience underperformance in the short term. Of course, diversification does not protect an investor from market risk nor does it ensure a profit.

During the Reporting Period, two of our six investment themes — Momentum and Management — detracted from relative returns. The Momentum theme seeks to predict drifts in stock prices caused by delayed investor reaction to company-specific information and information about related companies. The Management theme assesses the characteristics, policies and strategic decisions of company managements.

The other four investment themes added to the Fund’s relative returns. The Sentiment theme contributed most positively to the Fund’s relative performance during the Reporting Period, followed by Quality. The Profitability and Valuation themes also contributed positively, albeit to a lesser extent. The Sentiment theme reflects selected investment views and decisions of individuals and financial intermediaries. The Quality theme assesses both firm and financial quality. The Profitability theme assesses whether a company is earning more than its cost of capital. The Valuation theme attempts to capture potential mispricings of securities, typically by comparing a measure of the company’s intrinsic value to its market value.

How did the Fund’s sector and industry allocations affect relative performance?

In constructing the Fund’s portfolio, we focus on picking stocks rather than making industry or sector bets. Consequently, the Fund is similar to its benchmark, the S&P 500® Index, in terms of its industry and sector allocation and style. We manage the Fund’s industry and sector exposure by including industry factors in our risk model and by explicitly penalizing industry and sector deviations from the benchmark index in optimization. Sector weights or changes in sector weights generally do not have a meaningful impact on relative performance.

Did stock selection help or hurt Fund performance during the Reporting Period?

We seek to outpace the S&P 500® Index by overweighting stocks that we expect to outperform and underweighting those that we think may lag. We also build positions based on our thematic views. For example, the Fund aims to hold a basket of stocks with more favorable Momentum characteristics than the benchmark index. During the Reporting Period, stock selection overall detracted from the Fund’s relative performance.

Stock selection in the energy, financials and health care sectors detracted most from the Fund’s results relative to the S&P 500® Index. Partially offsetting these detractors was effective stock selection in the industrials, consumer discretionary and consumer staples sectors, which contributed positively to the Fund’s results relative to its benchmark index during the Reporting Period.

Which individual positions detracted from the Fund’s results during the Reporting Period?

Detracting most from the Fund’s results relative to its benchmark index were overweight positions in petroleum refiner Marathon Petroleum and insurance and financial services provider Lincoln National and an underweight position in telecommunications giant AT&T. We chose to overweight Marathon Petroleum and Lincoln National due to our positive views on Sentiment and Value. The Fund had an underweight position in AT&T given our negative view on Quality.

Which individual stock positions contributed the most to the Fund’s relative returns during the Reporting Period?

The Fund benefited most from overweight positions in packaged food producer Tyson Foods and oil and natural gas exploration and production company Newfield Exploration and an underweight position in specialty pharmaceuticals manufacturer Allergan.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

We chose to overweight Tyson Foods due to our positive views on Quality and Value. The Fund was overweight Newfield Exploration given our positive views on Quality and Sentiment. The underweight in Allergan was established because of our negative view on Quality.

How did the Fund use derivatives during the Reporting Period?

During the Reporting Period, we did not use derivatives as part of an active management strategy to add value to the Fund’s results. However, we used equity index futures contracts, on an opportunistic basis, to equitize the Fund’s excess cash holdings. In other words, we put the Fund’s excess cash holdings to work by using them as collateral for the purchase of stock futures. The use of these futures contracts did not have a material impact on the Fund’s performance during the Reporting Period.

Did you make any enhancements to your quantitative models during the Reporting Period?

We continuously look for ways to improve our investment process. We made no significant changes to our quantitative models during the first quarter of 2016. In the second quarter of 2016, we made a number of enhancements across a variety of investment themes.

We enhanced the Profitability theme for stocks within developed markets by introducing a factor that evaluates the geographic exposure of companies by tracking the physical locations of their branches, outlets and subsidiaries. We believe that a company with a footprint in growing parts of the world is better positioned relative to a company with a footprint in contracting parts. We are able to estimate this factor for more than 5,500 companies globally, which have more than one million subsidiaries spread across more than 47,000 cities in more than 200 countries. This extends our analysis of a company’s global footprint, which has focused historically on their revenue mix across markets.

In the U.S. investment region, we enhanced the Momentum theme by introducing a signal that evaluates linkages embedded within companies’ web pages. Embedded linkages are effective indicators of the similarity of the underlying businesses of companies across a variety of sectors, such as retail, media, hospitality, software, banks, airlines, etc.

We have undertaken research of various Environment, Social and Governance (“ESG”) metrics and their ability to forecast returns. We have enhanced our models with the following ESG related metrics:

 

n Within the Quality theme in the U.S. and Europe investment regions, we have introduced an environmental impact factor. The factor measures the amount of environmental resources consumed to produce a unit of output for more than 2,000 companies. This factor helps to strategically tilt towards companies with a favorable environmental profile.

 

n Within the Momentum theme in the U.S. investment region, we have introduced the ESG topic signal. We use natural language processing techniques to read through more than 24,000 articles, collected since 1999, on Corporate Social Responsibility (“CSR”) activities to identify economic linkages among more than 1,000 companies. The signal aims to identify companies linked to each other by such common CSR themes and can dynamically adjust our positions accordingly.

What was the Fund’s sector positioning relative to its benchmark index at the end of the Reporting Period?

As of June 30, 2016, the Fund was overweight the health care, materials and utilities sectors relative to the S&P 500® Index. The Fund was underweight industrials, financials and information technology and was rather neutrally weighted in energy, consumer staples, telecommunication services and consumer discretionary compared to the benchmark index on the same date.

Were there any changes to the Fund’s portfolio management team during the Reporting Period?

On February 5, 2016, Ron Hua, Chief Investment Officer of Equity Alpha Strategies for the Quantitative Investment Strategies (“QIS”) Team, announced his intention to retire from Goldman Sachs Asset Management, L.P. (“GSAM”). As such, effective that date, Mr. Hua no longer had portfolio management responsibility for the Fund.

Ron’s responsibilities were assumed by Armen Avanessians, Managing Director and Chief Investment Officer of GSAM’s QIS Team. The senior portfolio management team for the Fund remained Osman Ali, Len Ioffe and Dennis Walsh, each a Managing Director. Dennis Walsh continues to head research and portfolio management for the Fund. Len Ioffe continues to head portfolio implementation, and Osman Ali continues to head client strategy. Armen Avanessians continues to oversee all QIS strategies globally. Gary Chropuvka, Managing Director, continues to head QIS client strategy efforts globally.

As always, the QIS platform is organized into a series of specialist portfolio management teams that focus on generating and implementing investment ideas within their area of expertise. Investment decisions are made by these portfolio management teams,

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

rather than by one portfolio manager or committee. Ultimate accountability for the Fund resides with the senior portfolio managers dedicated to each Team strategy, who oversee their respective research, portfolio management and implementation processes.

In all, during the Reporting Period, one Vice President joined the Equity Alpha team and one Managing Director and five Vice Presidents left the Equity Alpha team. QIS employs a globally integrated team of more than 90 professionals, with an additional 90-plus professionals dedicated to trading, information technology and development of analytical tools.

What is your strategy going forward for the Fund?

Looking ahead, we continue to believe that less expensive stocks should outpace more expensive stocks, and stocks with good momentum are likely to outperform those with poor momentum. We intend to maintain our focus on seeking companies about which fundamental research analysts are becoming more positive as well as profitable companies with sustainable earnings and a track record of using their capital to enhance shareholder value. As such, we anticipate remaining fully invested with long-term performance likely to be the result of stock selection rather than sector or capitalization allocations.

We stand behind our investment philosophy that sound economic investment principles, coupled with a disciplined quantitative approach, can provide strong, uncorrelated returns over the long term. Our research agenda is robust, and we continue to enhance our existing models, add new proprietary forecasting signals and improve our trading execution as we seek to provide the most value to our shareholders.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Index Definitions

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

The Russell 2000® Index (with dividends reinvested) is an unmanaged index of common stock prices that measures the performance of the 2000 smallest companies in the Russell 3000® Index. The figures for the Index do not include any deduction for fees, expenses or taxes. It is not possible to invest directly in an index.

The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which represent approximately 25% of the total market capitalization of the Russell 1000 Index. It is not possible to invest directly in an index.

The Russell 1000® Index measures the performance of the 1,000 largest companies in the Russell 3000® Index, which represents approximately 92% of the total market capitalization of the Russell 3000 Index. It is not possible to invest directly in an index.

 

5


FUND BASICS

 

U.S. Equity Insights Fund

as of June 30, 2016

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/16    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      1.48      12.31      6.13      5.33   

02/13/98

Service      1.25         12.08         5.93         5.54      

01/09/06

 

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

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

EXPENSE RATIOS2

 

        Net Expense Ratio (Current)      Gross Expense Ratio (Before Waivers)  
Institutional        0.64      0.71
Service        0.85         0.96   

 

2  The expense ratios of the Fund, both current (net of any fee waivers or expense limitations) and before waivers (gross of any fee waivers or expense limitations) are as set forth above according to the most recent publicly available Prospectuses for the Fund and may differ from the expense ratios disclosed in the Financial Highlights in this report. Pursuant to a contractual arrangement, the Fund’s waivers and/or expense limitations will remain in place through at least April 29, 2017 and prior to such date the Investment Adviser may not terminate the arrangements without the approval of the Fund’s Board of Trustees. If these arrangements are discontinued in the future, the expense ratios may change without shareholder approval.

TOP TEN HOLDINGS AS OF 6/30/163

 

Holding      % of Net Assets      Line of Business

Johnson & Johnson

       2.5%      

Pharmaceuticals, Biotechnology & Life Sciences

Apple, Inc.

       2.2     

Technology Hardware & Equipment

The Home Depot, Inc.

       1.9     

Retailing

PepsiCo, Inc.

       1.9     

Food, Beverage & Tobacco

Altria Group, Inc.

       1.7     

Food, Beverage & Tobacco

Oracle Corp.

       1.7     

Software & Services

Pfizer, Inc.

       1.7     

Pharmaceuticals, Biotechnology & Life Sciences

Amgen, Inc.

       1.6     

Pharmaceuticals, Biotechnology & Life Sciences

CVS Health Corp.

       1.6     

Food & Staples Retailing

Merck & Co., Inc.

       1.5     

Pharmaceuticals, Biotechnology & Life Sciences

 

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

 

6


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2016

 

 

LOGO

 

 

 

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Schedule of Investments

June 30, 2016 (Unaudited)

 

Shares      Description    Value  
  Common Stocks – 97.7%   

 

Automobiles & Components – 0.5%

  

  13,380       Ford Motor Co.    $ 168,187   
  18,006       Lear Corp.      1,832,290   
     

 

 

 
        2,000,477   

 

 

 

 

Banks – 3.2%

  

  197,225       Bank of America Corp.(a)      2,617,176   
  38,792       Citizens Financial Group, Inc.      775,064   
  6,748       East West Bancorp, Inc.      230,647   
  27,138       JPMorgan Chase & Co.      1,686,355   
  194,572       Regions Financial Corp.      1,655,808   
  57,290       SunTrust Banks, Inc.      2,353,473   
  12,926       The PNC Financial Services Group, Inc.      1,052,047   
  19,527       Wells Fargo & Co.      924,213   
  21,452       Western Alliance Bancorp*      700,408   
     

 

 

 
        11,995,191   

 

 

 

 

Capital Goods – 4.1%

  

  41,880       Allison Transmission Holdings, Inc.      1,182,273   
  14,659       AMETEK, Inc.      677,686   
  14,056       BWX Technologies, Inc.      502,783   
  20,006       Eaton Corp. PLC      1,194,958   
  68,378       General Electric Co.      2,152,540   
  29,089       HD Supply Holdings, Inc.*      1,012,879   
  11,290       Ingersoll-Rand PLC      718,947   
  8,150       Northrop Grumman Corp.      1,811,582   
  5,567       Owens Corning      286,812   
  41,711       Quanta Services, Inc.*      964,358   
  1,923       Raytheon Co.      261,432   
  31,234       United Rentals, Inc.*      2,095,801   
  17,238       Watsco, Inc.      2,425,214   
     

 

 

 
        15,287,265   

 

 

 

 

Commercial & Professional Services – 0.1%

  

  4,731       ManpowerGroup, Inc.      304,393   

 

 

 

 

Consumer Durables & Apparel – 0.3%

  

  29,016       D.R. Horton, Inc.      913,423   
  2,514       NIKE, Inc. Class B      138,773   
     

 

 

 
        1,052,196   

 

 

 

 

Consumer Services – 0.8%

  

  24,939       McDonald’s Corp.      3,001,159   

 

 

 

 

Diversified Financials – 4.4%

  

  67,884       Ally Financial, Inc.*      1,158,780   
  28,915       Ameriprise Financial, Inc.      2,598,013   
  12,626       Berkshire Hathaway, Inc. Class B*      1,828,118   
  26,945       Capital One Financial Corp.      1,711,277   
  79,993       E*TRADE Financial Corp.*      1,879,035   
  1,551       Intercontinental Exchange, Inc.      396,994   
  6,616       Morgan Stanley      171,884   
  30,280       SEI Investments Co.      1,456,771   
  76,953       Synchrony Financial*      1,945,372   

 

 

 
  Common Stocks – (continued)   

 

Diversified Financials – (continued)

  

  68,056       The Bank of New York Mellon Corp.    $ 2,643,975   
  17,709       Voya Financial, Inc.      438,475   
     

 

 

 
        16,228,694   

 

 

 

 

Energy – 7.2%

  

  57,003       Anadarko Petroleum Corp.      3,035,410   
  3,071       Chevron Corp.      321,933   
  2,712       Cimarex Energy Co.      323,596   
  2,287       Concho Resources, Inc.*      272,770   
  7,254       Devon Energy Corp.      262,957   
  12,175       Energen Corp.      586,957   
  6,714       EOG Resources, Inc.      560,082   
  45,416       Exxon Mobil Corp.      4,257,296   
  69,970       FMC Technologies, Inc.*      1,866,100   
  43,142       Kinder Morgan, Inc.      807,618   
  59,372       Newfield Exploration Co.*      2,623,055   
  35,992       Noble Energy, Inc.      1,291,033   
  43,602       Occidental Petroleum Corp.      3,294,567   
  9,546       Oceaneering International, Inc.      285,044   
  25,764       Pioneer Natural Resources Co.      3,895,774   
  34,877       Schlumberger Ltd.      2,758,073   
  15,636       The Williams Companies, Inc.      338,207   
  4,114       World Fuel Services Corp.      195,374   
     

 

 

 
        26,975,846   

 

 

 

 

Food & Staples Retailing – 3.5%

  

  62,030       CVS Health Corp.      5,938,752   
  38,545       Sysco Corp.      1,955,773   
  62,720       Walgreens Boots Alliance, Inc.      5,222,695   
     

 

 

 
        13,117,220   

 

 

 

 

Food, Beverage & Tobacco – 6.2%

  

  94,785       Altria Group, Inc.      6,536,374   
  9,411       Archer-Daniels-Midland Co.      403,638   
  88,182       ConAgra Foods, Inc.      4,215,981   
  26,305       Dr. Pepper Snapple Group, Inc.      2,541,852   
  65,592       PepsiCo, Inc.      6,948,816   
  15,487       The J.M. Smucker Co.      2,360,374   
  1,728       Tyson Foods, Inc. Class A      115,413   
     

 

 

 
        23,122,448   

 

 

 

 

Health Care Equipment & Services – 6.5%

  

  30,848       Abbott Laboratories      1,212,635   
  2,568       Aetna, Inc.      313,630   
  12,876       Anthem, Inc.      1,691,134   
  25,018       Boston Scientific Corp.*      584,671   
  16,461       C. R. Bard, Inc.      3,870,969   
  34,776       Cigna Corp.      4,450,980   
  47,208       Express Scripts Holding Co.*      3,578,366   
  89,169       Hologic, Inc.*      3,085,247   
  18,040       McKesson Corp.      3,367,166   
  25,732       Medtronic PLC      2,232,766   
     

 

 

 
        24,387,564   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Household & Personal Products – 0.5%

  

  7,720       Kimberly-Clark Corp.    $ 1,061,346   
  10,766       The Procter & Gamble Co.      911,557   
     

 

 

 
        1,972,903   

 

 

 

 

Insurance – 4.9%

  

  30,718       Allied World Assurance Co. Holdings AG      1,079,431   
  79,510       Lincoln National Corp.      3,082,603   
  30,721       Principal Financial Group, Inc.      1,262,940   
  38,958       Reinsurance Group of America, Inc.      3,778,536   
  26,684       The Allstate Corp.      1,866,546   
  33,066       The Travelers Companies, Inc.      3,936,177   
  98,940       XL Group PLC      3,295,691   
     

 

 

 
        18,301,924   

 

 

 

 

Materials – 5.4%

  

  16,318       Air Products & Chemicals, Inc.      2,317,809   
  22,126       Axalta Coating Systems Ltd.*      587,003   
  42,456       Nucor Corp.      2,097,751   
  40,322       PPG Industries, Inc.      4,199,536   
  50,055       Reliance Steel & Aluminum Co.      3,849,229   
  156,495       Steel Dynamics, Inc.      3,834,127   
  26,741       Vulcan Materials Co.      3,218,547   
     

 

 

 
        20,104,002   

 

 

 

 

Media – 3.0%

  

  82,870       Comcast Corp. Class A      5,402,295   
  4,914       Liberty Global PLC Series C*      140,786   
  3,540       Liberty Global PLC LiLAC Series C*      115,001   
  53,673       The Interpublic Group of Companies, Inc.      1,239,846   
  8,497       Thomson Reuters Corp.      343,449   
  14,161       Time Warner, Inc.      1,041,400   
  111,362       Twenty-First Century Fox, Inc. Class A      3,012,342   
     

 

 

 
        11,295,119   

 

 

 

 

Pharmaceuticals, Biotechnology & Life Sciences – 11.2%

  

  14,646       AbbVie, Inc.      906,734   
  4,852       Alexion Pharmaceuticals, Inc.*      566,519   
  6,172       Allergan PLC*      1,426,287   
  40,297       Amgen, Inc.      6,131,189   
  2,591       Biogen, Inc.*      626,556   
  19,041       Celgene Corp.*      1,878,014   
  1,962       Eli Lilly & Co.      154,507   
  30,174       Gilead Sciences, Inc.      2,517,115   
  2,995       Incyte Corp.*      239,540   
  78,353       Johnson & Johnson      9,504,219   
  99,823       Merck & Co., Inc.      5,750,803   
  34,957       Mylan NV*      1,511,541   
  177,260       Pfizer, Inc.      6,241,325   
  4,214       Regeneron Pharmaceuticals, Inc.*      1,471,655   
  4,242       Thermo Fisher Scientific, Inc.      626,798   

 

 

 
  Common Stocks – (continued)   

 

Pharmaceuticals, Biotechnology & Life Sciences – (continued)

  

  14,040       United Therapeutics Corp.*    $ 1,487,117   
  11,114       Vertex Pharmaceuticals, Inc.*      956,026   
     

 

 

 
        41,995,945   

 

 

 

 

Real Estate Investment Trusts – 0.3%

  

  13,425       Equity Commonwealth*      391,071   
  5,542       Equity LifeStyle Properties, Inc.      443,637   
  3,380       Prologis, Inc.      165,755   
     

 

 

 
        1,000,463   

 

 

 

 

Retailing – 6.8%

  

  7,864       Amazon.com, Inc.*      5,627,636   
  1,859       AutoZone, Inc.*      1,475,748   
  12,263       Dollar General Corp.      1,152,722   
  1,574       Expedia, Inc.      167,316   
  66,099       Lowe’s Companies, Inc.      5,233,058   
  8,978       Netflix, Inc.*      821,307   
  4,268       O’Reilly Automotive, Inc.*      1,157,055   
  20,523       Target Corp.      1,432,916   
  54,640       The Home Depot, Inc.      6,976,982   
  1,009       The Priceline Group, Inc.*      1,259,646   
     

 

 

 
        25,304,386   

 

 

 

 

Semiconductors & Semiconductor Equipment – 3.5%

  

  110,389       Applied Materials, Inc.      2,646,024   
  87,818       Intel Corp.      2,880,431   
  56,393       KLA-Tencor Corp.      4,130,787   
  8,335       Lam Research Corp.      700,640   
  64,983       Maxim Integrated Products, Inc.      2,319,243   
  7,265       QUALCOMM, Inc.      389,186   
  8,478       Teradyne, Inc.      166,932   
     

 

 

 
        13,233,243   

 

 

 

 

Software & Services – 11.7%

  

  33,824       Adobe Systems, Inc.*      3,240,001   
  6,244       Alphabet, Inc. Class A*      4,392,841   
  6,269       Alphabet, Inc. Class C*      4,338,775   
  46,647       Citrix Systems, Inc.*      3,735,958   
  55,664       Cognizant Technology Solutions Corp. Class A*      3,186,207   
  5,516       CSRA, Inc.      129,240   
  176,742       eBay, Inc.*      4,137,530   
  47,076       Facebook, Inc. Class A*      5,379,845   
  100,414       Microsoft Corp.      5,138,185   
  97,884       Nuance Communications, Inc.*      1,529,927   
  155,253       Oracle Corp.      6,354,505   
  20,307       salesforce.com, Inc.*      1,612,579   
  17,601       Yahoo!, Inc.*      661,094   
     

 

 

 
        43,836,687   

 

 

 

 

Technology Hardware & Equipment – 2.9%

  

  85,943       Apple, Inc.      8,216,151   
  4,887       Cisco Systems, Inc.      140,208   
  47,084       EMC Corp.      1,279,272   
  25,946       HP, Inc.      325,622   

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Schedule of Investments (continued)

June 30, 2016 (Unaudited)

 

Shares      Description    Value  
  Common Stocks – (continued)   

 

Technology Hardware & Equipment – (continued)

  

  13,929       Juniper Networks, Inc.    $ 313,263   
  3,881       Palo Alto Networks, Inc.*      475,966   
     

 

 

 
        10,750,482   

 

 

 

 

Telecommunication Services – 2.5%

  

  94,860       AT&T, Inc.      4,098,901   
  22,348       CenturyLink, Inc.      648,315   
  82,568       Verizon Communications, Inc.      4,610,597   
     

 

 

 
        9,357,813   

 

 

 

 

Transportation – 3.0%

  

  22,556       Alaska Air Group, Inc.      1,314,789   
  135,530       CSX Corp.      3,534,622   
  25,520       Delta Air Lines, Inc.      929,694   
  50,158       JetBlue Airways Corp.*      830,617   
  50,688       Norfolk Southern Corp.      4,315,069   
  2,938       Union Pacific Corp.      256,341   
     

 

 

 
        11,181,132   

 

 

 

 

Utilities – 5.2%

  

  113,301       AES Corp.      1,413,997   
  5,262       Ameren Corp.      281,938   
  158,506       CenterPoint Energy, Inc.      3,804,144   
  116,175       FirstEnergy Corp.      4,055,669   
  124,915       Great Plains Energy, Inc.      3,797,416   
  153,610       NiSource, Inc.      4,073,737   
  33,996       PPL Corp.      1,283,349   
  16,041       Questar Corp.      406,960   
  3,282       Sempra Energy      374,214   
     

 

 

 
        19,491,424   

 

 

 
  TOTAL INVESTMENTS – 97.7%   
  (Cost $345,264,178)    $ 365,297,976   

 

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 2.3%

     8,678,187   

 

 

 
  NET ASSETS – 100.0%    $ 373,976,163   

 

 

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
*   Non-income producing security.
(a)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.

 

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At June 30, 2016, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
     Current
Value
       Unrealized
Gain (Loss)
 
S&P 500 E-Mini Index        41         September 2016      $ 4,284,910         $ 41,527   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statement of Assets and Liabilities

June 30, 2016 (Unaudited)

 

  
Assets:    

Investments, at value (cost $345,264,178)

   $ 365,297,976   

Cash

     9,212,263   

Receivables:

  

Investments sold

     18,595,049   

Dividends

     322,512   

Fund shares sold

     106,365   

Reimbursement from investment adviser

     22,190   

Securities lending income

     11   

Variation margin on certain derivative contracts

     47,972   
Total assets      393,604,338   
  
  
Liabilities:    

Payables:

  

Investments purchased

     18,101,650   

Fund shares redeemed

     624,779   

Management fees

     190,002   

Distribution and Service fees and Transfer Agency fees

     26,520   

Accrued expenses and other liabilities

     685,224   
Total liabilities      19,628,175   
  
  
Net Assets:    

Paid-in capital

     351,207,483   

Undistributed net investment income

     2,881,909   

Accumulated net realized loss

     (188,554

Net unrealized gain

     20,075,325   
NET ASSETS    $ 373,976,163   

Net Assets:

  

Institutional

   $ 254,721,501   

Service

     119,254,662   

Total Net Assets

   $ 373,976,163   

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

  

Institutional

     14,984,654   

Service

     6,999,181   

Net asset value, offering and redemption price per share:

  

Institutional

     $17.00   

Service

     17.04   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statement of Operations

For the Six Months Ended June 30, 2016 (Unaudited)

 

  
Investment income:    

Dividends

   $ 3,731,997   

Securities lending income — affiliated issuer

     1,006   
Total investment income      3,733,003   
  
  
Expenses:    

Management fees

     1,140,702   

Distribution and Service fees — Service Shares

     144,439   

Professional fees

     47,160   

Printing and mailing costs

     42,117   

Transfer Agency fees(a)

     36,794   

Custody, accounting and administrative services

     26,072   

Trustee fees

     13,433   

Other

     13,267   
Total expenses      1,463,984   

Less — expense reductions

     (161,297
Net expenses      1,302,687   
NET INVESTMENT INCOME      2,430,316   
  
  
Realized and unrealized gain (loss):    

Net realized gain from:

  

Investments

     978,152   

Futures contracts

     104,298   

Net change in unrealized gain on:

  

Investments

     2,041,796   

Futures contracts

     45,148   
Net realized and unrealized gain      3,169,394   
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 5,599,710   

(a) Institutional and Service Shares incurred Transfer Agency fees of $25,240 and $11,554, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statements of Changes in Net Assets

 

    

For the

Six Months Ended
June 30, 2016
(Unaudited)

    

For the

Fiscal Year Ended
December 31, 2015

 
     
From operations:        

Net investment income

   $ 2,430,316       $ 5,175,212   

Net realized gain

     1,082,450         11,268,621   

Net change in unrealized gain (loss)

     2,086,944         (17,308,308
Net increase (decrease) in net assets resulting from operations      5,599,710         (864,475
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

             (3,792,329

Service Shares

             (1,391,634

From net realized gains

     

Institutional Shares

             (16,773,187

Service Shares

             (7,603,702
Total distributions to shareholders              (29,560,852
     
     
From share transactions:        

Proceeds from sales of shares

     8,785,314         19,987,592   

Reinvestment of distributions

             29,560,852   

Cost of shares redeemed

     (32,177,552      (78,448,750
Net decrease in net assets resulting from share transactions      (23,392,238      (28,900,306
TOTAL DECREASE      (17,792,528      (59,325,633
     
     
Net assets:        

Beginning of period

     391,768,691         451,094,324   

End of period

   $ 373,976,163       $ 391,768,691   
Undistributed net investment income    $ 2,881,909       $ 451,593   

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Financial Highlights

Selected Data for a Share Outstanding Throughout Each Period

 

          Income (loss) from
investment operations
          Distributions to shareholders                                      
Year - Share Class   Net asset
value,
beginning
of period
    Net
investment
income(a)
    Net
realized
and
unrealized
gain (loss)
    Total from
investment
operations
    From net
investment
income
    From
net
realized
gains
    Total
distributions
    Net asset
value,
end of
period
    Total
return(b)
   

Net assets,
end of

period

(in 000s)

    Ratio of
net expenses
to average
net assets
    Ratio of
total
expenses
to average
net assets
   

Ratio of
net investment
income

to average

net assets

    Portfolio
turnover
rate(c)
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2016 - Institutional

  $ 16.71      $ 0.11      $ 0.18      $ 0.29      $      $      $      $ 17.00        1.74   $ 254,722        0.64 %(d)      0.72 %(d)      1.39 %(d)      108

2016 - Service

    16.77        0.10        0.17        0.27                             17.04        1.61        119,255        0.85 (d)      0.97 (d)      1.18 (d)      108   
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2015 - Institutional

    18.12        0.23        (0.27     (0.04     (0.25     (1.12     (1.37     16.71        (0.20     269,238        0.64        0.71        1.29        200   

2015 - Service

    18.17        0.20        (0.28     (0.08     (0.20     (1.12     (1.32     16.77        (0.41     122,531        0.85        0.96        1.08        200   

2014 - Institutional

    16.52        0.21        2.47        2.68        (0.26     (0.82     (1.08     18.12        16.37        312,370        0.65        0.71        1.21        214   

2014 - Service

    16.55        0.18        2.47        2.65        (0.21     (0.82     (1.03     18.17        16.18        138,725        0.86        0.96        1.01        214   

2013 - Institutional

    12.14        0.20        4.35        4.55        (0.17            (0.17     16.52        37.52        307,589        0.65        0.71        1.36        207   

2013 - Service

    12.16        0.17        4.35        4.52        (0.13            (0.13     16.55        37.23        125,748        0.86        0.96        1.15        207   

2012 - Institutional

    10.80        0.20        1.36 (e)      1.56        (0.22            (0.22     12.14        14.42 (e)      262,759        0.64        0.72        1.71        134   

2012 - Service

    10.82        0.18        1.35 (e)      1.53        (0.19            (0.19     12.16        14.10 (e)      99,892        0.85        0.97        1.51        134   

2011 - Institutional

    10.57        0.18 (f)      0.25        0.43        (0.20            (0.20     10.80        4.05        273,555        0.64        0.70        1.69 (f)      51   

2011 - Service

    10.58        0.16 (f)      0.25        0.41        (0.17            (0.17     10.82        3.90        99,711        0.85        0.95        1.48 (f)      51   

 

(a) Calculated based on the average shares outstanding methodology.
(b) Assumes investment at the net asset value at the beginning of the period, reinvestment of all distributions, and a complete redemption of the investment at the net asset value at the end of the period. Total returns for periods less than one full year are not annualized.
(c) The Fund's portfolio turnover rate is calculated in accordance with regulatory requirements, without regard to transactions involving short term investments and certain derivatives. If such transactions were included, the Fund's portfolio turnover rate may be higher.
(d) Annualized.
(e) Reflects payment from affiliate relating to certain investment transactions which amounted to $0.01 per share and 0.07% of average net assets. Excluding such payment, the total return would have been 14.32% and 14.01%, respectively.
(f) Reflects income recognized from special dividends which amounted to $0.02 per share and 0.17% of average net assets.

 

The accompanying notes are an integral part of these financial statements.    14   


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements

June 30, 2016 (Unaudited)

 

1.    ORGANIZATION

 

Goldman Sachs Variable Insurance Trust (the “Trust” or “VIT”) is a Delaware statutory trust registered under the Investment Company Act of 1940, as amended (the “Act”), as an open-end management investment company. The Trust includes the Goldman Sachs U.S. Equity Insights Fund (the “Fund”). The Fund is a diversified portfolio under the Act offering two classes of shares — Institutional and Service Shares. Shares of the Trust are offered to separate accounts of participating life insurance companies for the purpose of funding variable annuity contracts and variable life insurance policies.

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

2.    SIGNIFICANT ACCOUNTING POLICIES

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

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

B.  Investment Income and Investments — Investment income includes interest income, dividend income, net of any foreign withholding taxes, less any amounts reclaimable, and securities lending income. Interest income is accrued daily and adjusted for amortization of premiums and accretion of discounts. Dividend income is recognized on ex-dividend date or, for certain foreign securities, as soon as such information is obtained subsequent to the ex-dividend date. Investment transactions are reflected on trade date. Realized gains and losses are calculated using identified cost. Investment transactions are recorded on the following business day for daily net asset value (“NAV”) calculations. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments.

Distributions received from the Fund’s investments in United States (“U.S.”) real estate investment trusts (“REITs”) may be characterized as ordinary income, net capital gain or a return of capital. A return of capital is recorded by the Fund as a reduction to the cost basis of the REIT.

For derivative contracts, realized gains and losses are recorded upon settlement of the contract.

C.  Class Allocations and Expenses — Investment income, realized and unrealized gain (loss), and non-class specific expenses of the Fund are allocated daily based upon the proportion of net assets of each class. Non-class specific expenses directly incurred by the Fund are charged to the Fund, while such expenses incurred by the Trust are allocated across the Fund on a straight-line and/or pro-rata basis depending upon the nature of the expenses. Class specific expenses, where applicable, are borne by the respective share classes and include Distribution and Service and Transfer Agency fees.

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

Net capital losses are carried forward to future fiscal years and may be used to the extent allowed by the Code to offset any future capital gains. Losses that are carried forward will retain their character as either short-term or long-term capital losses. Utilization of capital loss carryforwards will reduce the requirement of future capital gains distributions.

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

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

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

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

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

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

Changes in valuation techniques may result in transfers into or out of an assigned level within the hierarchy. In accordance with the Fund’s policy, transfers between different levels of the fair value hierarchy resulting from such changes are deemed to have occurred as of the beginning of the reporting period.

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

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

Equity Securities — Equity securities traded on a U.S. securities exchange or the NASDAQ system, or those located on certain foreign exchanges, including but not limited to the Americas, are valued daily at their last sale price or official closing price on the principal exchange or system on which they are traded. If there is no sale or official closing price or such price is believed by GSAM to not represent fair value, equity securities are valued at the last bid price for long positions and at the last ask price for short positions. To the extent these investments are actively traded, they are classified as Level 1 of the fair value hierarchy, otherwise they are generally classified as Level 2.

Unlisted equity securities for which market quotations are available are valued at the last sale price on the valuation date, or if no sale occurs, at the last bid price. Securities traded on certain foreign securities exchanges are valued daily at fair value determined by an independent fair value service (if available) under Valuation Procedures approved by the Trustees and consistent with applicable regulatory guidance. The independent fair value service takes into account multiple factors including, but not limited to, movements in the securities markets, certain depositary receipts, futures contracts and foreign currency exchange rates that have occurred subsequent to the close of the foreign securities exchange. These investments are generally classified as Level 2 of the fair value hierarchy.

Money Market Funds — Investments in the Goldman Sachs Financial Square Money Market Fund (“Underlying Fund”) are valued at the NAV of the FST Institutional Share class on the day of valuation. These investments are generally classified as Level 1 of the fair value hierarchy. For information regarding an Underlying Fund’s accounting policies and investment holdings, please see the Underlying Fund’s shareholder report.

Derivative Contracts — A derivative is an instrument whose value is derived from underlying assets, indices, reference rates or a combination of these factors. The Fund enters into derivative transactions to hedge against changes in interest rates, securities

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

prices, and/or currency exchange rates, to increase total return, or to gain access to certain markets or attain exposure to other underliers.

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

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

B.  Level 3 Fair Value Investments — To the extent that significant inputs to valuation models and other alternative pricing sources are unobservable, or if quotations are not readily available, or if GSAM believes that such quotations do not accurately reflect fair value, the fair value of the Fund’s investments may be determined under Valuation Procedures approved by the Trustees. GSAM, consistent with its procedures and applicable regulatory guidance, may make an adjustment to the most recent valuation prices of either domestic or foreign securities in light of significant events to reflect what it believes to be the fair value of the securities at the time of determining the Fund’s NAV. Significant events which could affect a large number of securities in a particular market may include, but are not limited to: significant fluctuations in U.S. or foreign markets; market dislocations; market disruptions; or unscheduled market closings. Significant events which could also affect a single issuer may include, but are not limited to: corporate actions such as reorganizations, mergers and buy-outs; ratings downgrades; and bankruptcies.

C.  Fair Value Hierarchy — The following is a summary of the Fund’s investments and derivatives classified in the fair value hierarchy as of June 30, 2016:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock(a)               

North America

     $ 365,297,976         $         $   
Derivative Type                              
Assets(b)               

Futures Contracts

     $ 41,527         $         $   

 

(a) Amounts are disclosed by continent to highlight the impact of time zone differences between local market close and the calculation of NAV. Security valuations are based on the principal exchange or system on which they are traded, which may differ from country of domicile noted in table.
(b) Amount shown represents unrealized gain (loss) at period end.

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

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

4.    INVESTMENTS IN DERIVATIVES

 

The following table sets forth, by certain risk types, the gross value of derivative contracts as of June 30, 2016. These instruments were used as part of the Fund’s investment strategies and to obtain and/or manage exposure related to the risks below. The values in the table below exclude the effects of cash collateral received or posted pursuant to these derivative contracts, and therefore are not representative of the Fund’s net exposure.

 

Risk         Statement of Assets and Liabilities   Assets(a)     Statement of Assets and Liabilities   Liabilities  
Equity        Variation margin on certain derivative contracts   $ 41,527      Variation margin on certain derivative contracts   $   

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only current day’s variation margin is reported within the Statement of Assets and Liabilities.

The following table sets forth, by certain risk types, the Fund’s gains (losses) related to these derivatives and their indicative volumes for the six months ended June 30, 2016. These gains (losses) should be considered in the context that these derivative contracts may have been executed to create investment opportunities and /or economically hedge certain investments, and accordingly, certain gains (losses) on such derivative contracts may offset certain (losses) gains attributable to investments. These gains (losses) are included in “Net realized gain (loss)” or “Net change in unrealized gain (loss)” on the Statement of Operations:

 

Risk    Statement of Operations   Net
Realized
Gain (Loss)
  Net Change in
Unrealized
Gain (Loss)
    Average
Number of
Contracts(a)
Equity    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts   $104,298   $ 45,148      41

 

(a) Average number of contracts is based on the average of month end balances for the period ended June 30, 2016.

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Fund, subject to the general supervision of the Trustees.

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

For the six months ended June 30, 2016, contractual and effective net management fees with GSAM were at the following rates:

 

Contractual Management Rate

First

$1 billion

 

Next

$1 billion

 

Next

$3 billion

 

Next

$3 billion

 

Over

$8 billion

 

Effective

Rate

0.62%   0.59%   0.56%   0.55%   0.54%   0.62%

B.  Distribution and Service Plan — The Trust, on behalf of the Service Shares of the Fund, has adopted a Distribution and Service Plan (the “Plan”). Under the Plan, Goldman Sachs, which serves as distributor (the “Distributor”), is entitled to a fee accrued daily and paid monthly, for distribution services and personal and account maintenance services, which may then be paid by Goldman Sachs to authorized dealers, equal to, on an annual basis, 0.25% of the Fund’s average daily net assets attributable to Service Shares. Goldman Sachs has agreed to waive distribution and service fees so as not to exceed an annual rate of 0.21% of the Fund’s average daily net assets attributable to Service Shares. The distribution and service fee waiver will remain in place through at least April 29, 2017, and prior to such date Goldman Sachs may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, Goldman Sachs waived $23,110 in distribution and service fees for the Fund’s Service Shares.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

 

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

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

D.  Other Expense Agreements and Affiliated Transactions — GSAM has agreed to limit certain “Other Expenses” of the Fund (excluding acquired fund fees and expenses, transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meeting, litigation, indemnification and extraordinary expenses) to the extent such expenses exceed, on an annual basis, a percentage rate of the average daily net assets of the Fund. Such Other Expense reimbursements, if any, are accrued daily and paid monthly. In addition, the Fund is not obligated to reimburse GSAM for prior fiscal year expense reimbursements, if any. The Other Expense limitation as an annual percentage rate of average daily net assets for the Fund is 0.004%. The Other Expense limitation will remain in place through at least April 29, 2017, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2016, GSAM reimbursed $134,690 to the Fund. In addition, the Fund has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Fund’s expenses and are received irrespective of the application of the “Other Expense” limitations described above. For the six months ended June 30, 2016, custody fee credits were $3,497.

E.  Line of Credit Facility — As of June 30, 2016, the Fund participated in a $1,100,000,000 committed, unsecured revolving line of credit facility (the “facility”) together with other funds of the Trust and registered investment companies having management agreements with GSAM or its affiliates (“Other Borrowers”). This facility is to be used for temporary or emergency purposes, or to allow for an orderly liquidation of securities to meet redemption requests. The interest rate on borrowings is based on the federal funds rate. The facility also requires a fee to be paid by the Fund based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2016, the Fund did not have any borrowings under the facility.

6.    PORTFOLIO SECURITIES TRANSACTIONS

The cost of purchases and proceeds from sales and maturities of long-term securities for the six months ended June 30, 2016, were $395,676,188 and $417,907,519, respectively.

7.    SECURITIES LENDING

Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Fund may lend its securities through a securities lending agent, Goldman Sachs Agency Lending (“GSAL”), a wholly-owned subsidiary of Goldman Sachs, to certain qualified borrowers including Goldman Sachs and affiliates. In accordance with the Fund’s securities lending procedures, the Fund receives cash collateral at least equal to the market value of the securities on loan. The market value of the loaned securities is determined at the close of business of the Fund, at their last sale price or official closing price on the principal exchange or system on which they are traded, and any additional required collateral is delivered to the Fund on the next business day. As with other extensions of credit, the Fund may experience delay in the recovery of its securities or incur a loss should the borrower of the securities breach its agreement with the Fund or become insolvent at a time when the collateral is insufficient to cover the cost of repurchasing securities on loan. Dividend income received from securities on loan may not be subject to withholding taxes and therefore withholding taxes paid may differ from the amounts listed in the Statement of Operations. Loans of securities are terminable at any time and as such 1) the remaining contractual maturities of the outstanding securities lending transactions are considered to be overnight and continuous and 2) the borrower, after notice, is required to return borrowed securities within the standard time period for settlement of securities transactions.

The Fund invests the cash collateral received in connection with securities lending transactions in the Goldman Sachs Financial Square Money Market Fund (“Money Market Fund”), an affiliated series of the Trust. The Money Market Fund is registered under the Act as an open end investment company, is subject to Rule 2a-7 under the Act, and is managed by GSAM, for

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

7.    SECURITIES LENDING (continued)

 

which GSAM may receive an investment advisory fee of up to 0.205% on an annualized basis of the average daily net assets of the Money Market Fund.

In the event of a default by a borrower with respect to any loan, GSAL will exercise any and all remedies provided under the applicable borrower agreement to make the Fund whole. These remedies include purchasing replacement securities by applying the collateral held from the defaulting broker against the purchase cost of the replacement securities. If, despite such efforts by GSAL to exercise these remedies, the Fund sustains losses as a result of a borrower’s default, GSAL indemnifies the Fund by purchasing replacement securities at GSAL’s expense, or paying the Fund an amount equal to the market value of the replacement securities, subject to an exclusion for any shortfalls resulting from a loss of value in the cash collateral pool due to reinvestment risk and a requirement that the Fund agrees to assign rights to the collateral to GSAL for purpose of using the collateral to cover purchase of replacement securities as more fully described in the Securities Lending Agency Agreement. The Fund’s loaned securities were all subject to enforceable Securities Lending Agreements and the value of the collateral is at least equal to the value of the cash received. The value of loaned securities and cash collateral at period end are disclosed in the Fund’s Statement of Assets and Liabilities.

Both the Fund and GSAL received compensation relating to the lending of the Fund’s securities. The amounts earned by the Fund for the six months ended June 30, 2016, are reported under Investment Income on the Statement of Operations.

The table below details securities lending activity with affiliates of Goldman Sachs:

 

     For the six months ended June 30, 2016     

Earnings of GSAL

Relating to

Securities

Loaned

 

Amounts Received

by the Funds

from Lending to

Goldman Sachs

 

Amounts Payable to

Goldman Sachs

Upon Return of

Securities Loaned as of

6/30/16

$339   $213   $—

The following table provides information about the Fund’s investment in the Money Market Fund for the six months ended June 30, 2016:

 

Market Value

12/31/15

 

Purchases

at Cost

 

Proceeds

from Sales

 

Market Value

6/30/16

$754,400   $2,623,627   $(3,378,027)   $—

8.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2015, the Fund’s timing differences, on a tax-basis were as follows:

 

Timing differences (Post October Loss Deferral/Deferred REITs Distributions)

   $ (179,979

As of June 30, 2016, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 346,431,843   
Gross unrealized gain      28,142,444   
Gross unrealized loss      (9,276,311
Net unrealized security gain    $ 18,866,133   

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

 

 

8.    TAX INFORMATION (continued)

 

The difference between GAAP-basis and tax-basis unrealized gains (losses) is attributable primarily to wash sales and net mark to market gains (losses) on regulated futures contracts.

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

9.    OTHER RISKS

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

Derivatives Risk — Loss may result from the Fund’s investments in derivative instruments. These instruments may be illiquid, difficult to price and leveraged so that small changes in the value of the underlying instruments may produce disproportionate losses to the Fund. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. Losses from investments in derivatives can also result from a lack of correlation between changes in the value of derivative instruments and the portfolio assets (if any) being hedged.

Large Shareholder Transactions Risk — The Fund may experience adverse effects when certain large shareholders, such as other funds, participating insurance companies, accounts and Goldman Sachs affiliates, purchase or redeem large amounts of shares of the Fund. Such large shareholder redemptions may cause the Fund to sell portfolio securities at times when it would not otherwise do so, which may negatively impact the Fund’s NAV and liquidity. These transactions may also accelerate the realization of taxable income to shareholders if such sales of investments resulted in gains, and may also increase transaction costs. In addition, a large redemption could result in the Fund’s current expenses being allocated over a smaller asset base, leading to an increase in the Fund’s expense ratio. Similarly, large Fund share purchases may adversely affect the Fund’s performance to the extent that the Fund is delayed in investing new cash and is required to maintain a larger cash position than it ordinarily would.

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

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

10.    INDEMNIFICATIONS

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

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2016 (Unaudited)

 

11.    SUBSEQUENT EVENTS

 

Subsequent events after the Statement of Assets and Liabilities date have been evaluated through the date the financial statements were issued. GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

12.    SUMMARY OF SHARE TRANSACTIONS

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2016
(Unaudited)
    For the Fiscal Year Ended
December 31, 2015
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      186,407      $ 3,088,680        430,772      $ 7,764,027   
Reinvestment of distributions                    1,232,945        20,565,516   
Shares redeemed      (1,309,821     (21,475,564     (2,794,030     (50,484,586
       (1,123,414     (18,386,884     (1,130,313     (22,155,043
Service Shares         
Shares sold      345,037        5,696,634        671,118        12,223,565   
Reinvestment of distributions                    537,356        8,995,336   
Shares redeemed      (651,966     (10,701,988     (1,538,497     (27,964,164
       (306,929     (5,005,354     (330,023     (6,745,263
NET DECREASE      (1,430,343   $ (23,392,238     (1,460,336   $ (28,900,306

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Fund Expenses — Six Month Period Ended June 30, 2016  (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and service (12b-1) fees (with respect to Service Shares) and other Fund expenses. This example is intended to help you understand your ongoing costs (in dollars) of investing in the Institutional Shares and Service Shares of the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from January 1, 2016 through June 30, 2016, which represents a period of 182 days of a 366 day year.

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

Hypothetical Example for Comparison Purposes — The second line under each share class in the table below provides information about hypothetical account values and hypothetical expenses based on the Fund's actual net expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Fund's actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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

 

Share Class   Beginning
Account Value
01/01/16
   

Ending

Account Value
06/30/16

   

Expenses Paid

for the

6 Months

Ended

06/30/16*

 
Institutional        
Actual   $ 1,000      $ 1,017.40      $ 3.21   
Hypothetical 5% return     1,000        1,021.68     3.22   
Service        
Actual     1,000        1,016.10        4.26   
Hypothetical 5% return     1,000        1,020.64     4.27   

 

  * Expenses are calculated using the Fund’s annualized net expense ratio for each class, which represents the ongoing expenses as a percentage of net assets for the six months ended June 30, 2016. Expenses are calculated by multiplying the annualized net expense ratio by the average account value for the period; then multiplying the result by the number of days in the most recent fiscal half year; and then dividing that result by the number of days in the fiscal year. The annualized net expense ratios for the period were 0.64% and 0.85% for Institutional and Service Shares, respectively.  

 

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

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited)

 

Background

The Goldman Sachs U.S. Equity Insights Fund (the “Fund”) is an investment portfolio of Goldman Sachs Variable Insurance Trust (the “Trust”). The Board of Trustees oversees the management of the Trust and reviews the investment performance and expenses of the Fund at regularly scheduled meetings held throughout the year. In addition, the Board of Trustees determines annually whether to approve the continuance of the Trust’s investment management agreement (the “Management Agreement”) with Goldman Sachs Asset Management, L.P. (the “Investment Adviser”) on behalf of the Fund.

The Management Agreement was most recently approved for continuation until June 30, 2017 by the Board of Trustees, including those Trustees who are not parties to the Management Agreement or “interested persons” (as defined in the Investment Company Act of 1940, as amended) of any party thereto (the “Independent Trustees”), at a meeting held on June 15-16, 2016 (the “Annual Meeting”).

The review process undertaken by the Trustees spans the course of the year and culminates with the Annual Meeting. To assist the Trustees in their deliberations, the Trustees have established a Contract Review Committee (the “Committee”), comprised of the Independent Trustees. The Committee held three meetings over the course of the year since the Management Agreement was last approved. At those Committee meetings, regularly scheduled Board or other committee meetings, and/or the Annual Meeting, matters relevant to the renewal of the Management Agreement were considered by the Board, or the Independent Trustees, as applicable. With respect to the Fund, such matters included:

  (a)   the nature and quality of the advisory, administrative, and other services provided to the Fund by the Investment Adviser and its affiliates, including information about:
  (i)   the structure, staff, and capabilities of the Investment Adviser and its portfolio management teams;
  (ii)   the groups within the Investment Adviser and its affiliates that support the portfolio management teams or provide other types of necessary services, including fund services groups (e.g., accounting and financial reporting, tax, shareholder services, and operations); controls and risk management groups (e.g., legal, compliance, valuation oversight, credit risk management, internal audit, compliance testing, market risk analysis, finance, and central funding); sales and distribution support groups, and others (e.g., information technology and training);
  (iii)   trends in employee headcount;
  (iv)   the Investment Adviser’s financial resources and ability to hire and retain talented personnel and strengthen its operations; and
  (v)   the parent company’s support of the Investment Adviser and its mutual fund business, as expressed by the firm’s senior management;
  (b)   information on the investment performance of the Fund, including comparisons to the performance of similar mutual funds, as provided by a third-party mutual fund data provider engaged as part of the contract review process (the “Outside Data Provider”), a benchmark performance index, and a composite of accounts with comparable investment strategies managed by the Investment Adviser; and general investment outlooks in the markets in which the Fund invests;
  (c)   information provided by the Investment Adviser indicating the Investment Adviser’s views on whether the Fund’s peer group and/or benchmark index had high, medium, or low relevance given the Fund’s particular investment strategy;
  (d)   the terms of the Management Agreement and other agreements with affiliated service providers entered into by the Trust on behalf of the Fund;
  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense level of the Fund as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider; and
  (ii)   the Fund’s expense trends over time;
  (f)   with respect to the extensive investment performance and expense comparison data provided by the Outside Data Provider, its processes in producing that data for the Fund;
  (g)   the undertakings of the Investment Adviser and Goldman, Sachs & Co. (“Goldman Sachs”), the Fund’s affiliated distributor, to waive certain fees and to limit certain expenses of the Fund that exceed a specified level;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund and the Trust as a whole to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;
  (j)   a summary of the “fall-out” benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund, including the fees received by the Investment Adviser’s affiliates from the Fund for transfer agency, securities lending, portfolio trading, distribution and other services;
  (k)   a summary of potential benefits derived by the Fund as a result of its relationship with the Investment Adviser;

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

  (l)   information regarding commissions paid by the Fund and broker oversight, other information regarding portfolio trading, and how the Investment Adviser carries out its duty to seek best execution;
  (m)   the manner in which portfolio manager compensation is determined; and the number and types of accounts managed by the portfolio managers;
  (n)   the nature and quality of the services provided to the Fund by its unaffiliated service providers, and the Investment Adviser’s general oversight and evaluation (including reports on due diligence) of those service providers as part of the administration services provided under the Management Agreement; and
  (o)   the Investment Adviser’s processes and policies addressing various types of potential conflicts of interest; its approach to risk management; the annual review of the effectiveness of the Fund’s compliance program; and periodic compliance reports.

The Trustees also received an overview of the Fund’s distribution arrangements. They received information regarding the Fund’s assets, share purchase and redemption activity, and payment of distribution and service fees. Information was also provided to the Trustees relating to revenue sharing payments made by and services provided by the Investment Adviser and its affiliates to intermediaries that promote the sale, distribution, and/or servicing of Fund shares. The Independent Trustees also discussed the broad range of other investment choices that are available to Fund investors, including the availability of comparable funds managed by other advisers.

The presentations made at the Board and Committee meetings and at the Annual Meeting encompassed the Fund and other mutual funds for which the Board of Trustees has responsibility. In evaluating the Management Agreement at the Annual Meeting, the Trustees relied upon their knowledge, resulting from their meetings and other interactions throughout the year, of the Investment Adviser and its affiliates, their services, and the Fund. In conjunction with these meetings, the Trustees received written materials and oral presentations on the topics covered, and the Investment Adviser addressed the questions and concerns of the Trustees, including concerns regarding the investment performance of certain of the funds they oversee. The Independent Trustees were advised by their independent legal counsel regarding their responsibilities and other regulatory requirements related to the approval and continuation of mutual fund investment management agreements under applicable law. In addition, the Investment Adviser and its affiliates provided the Independent Trustees with a written response to a formal request for information sent on behalf of the Independent Trustees by their independent legal counsel. During the course of their deliberations, the Independent Trustees met in executive sessions with their independent legal counsel, without representatives of the Investment Adviser or its affiliates present.

Nature, Extent, and Quality of the Services Provided Under the Management Agreement

As part of their review, the Trustees considered the nature, extent, and quality of the services provided to the Fund by the Investment Adviser. In this regard, the Trustees considered both the investment advisory services and non-advisory services that are provided by the Investment Adviser and its affiliates. The Trustees noted the transition in the leadership and changes in personnel of various of the Investment Adviser’s portfolio management teams that had occurred in recent periods, and the ongoing recruitment efforts aimed at bringing high quality investment talent to the Investment Adviser. They also noted the Investment Adviser’s commitment to maintaining high quality systems and expending substantial resources to respond to ongoing changes to the regulatory and control environment in which the Fund and its service providers operate, as well as the efforts of the Investment Adviser and its affiliates to combat cyber security risks. The Trustees concluded that the Investment Adviser continued to commit substantial financial and operational resources to the Fund and expressed confidence that the Investment Adviser would continue to do so in the future. The Trustees also recognized that the Investment Adviser had made significant commitments to address regulatory compliance requirements applicable to the Fund and the Investment Adviser and its affiliates.

Investment Performance

The Trustees also considered the investment performance of the Fund. In this regard, they compared the investment performance of the Fund to its peers using rankings and ratings compiled by the Outside Data Provider as of December 31, 2015, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2016. The information on the Fund’s investment performance was provided for the one-, three-, five-, and ten-year periods ending on the applicable dates. The Trustees also reviewed the Fund’s investment performance relative to its performance benchmark. As part of this review, they considered the investment performance trends of the Fund over time, and reviewed the investment performance of the Fund in light of its investment objective and policies and market conditions. The Trustees also received information comparing the Fund’s performance to that of a composite of accounts with comparable investment strategies managed by the Investment Adviser.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

In addition, the Trustees considered materials prepared and presentations made by the Investment Adviser’s senior management and portfolio management personnel in which Fund performance was assessed. The Trustees also considered the Investment Adviser’s periodic reports with respect to the Fund’s risk profile, and how the Investment Adviser’s approach to risk monitoring and management influences portfolio management. They noted the efforts of the Fund’s portfolio management team to continue to enhance the investment model used in managing the Fund.

The Trustees observed that the Fund’s Institutional Shares had placed in the top half of the Fund’s peer group for the one-, three-, and five-year periods and in the third quartile for the ten-year period, and had outperformed the Fund’s benchmark index for the three- and five-year periods and underperformed for the one- and ten-year periods ended March 31, 2016.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Management Agreement and the fee rates payable by the Fund thereunder. In this regard, the Trustees considered information on the services rendered by the Investment Adviser to the Fund, which included both advisory and administrative services that were directed to the needs and operations of the Fund as a registered mutual fund.

In particular, the Trustees reviewed analyses prepared by the Outside Data Provider regarding the expense rankings of the Fund. The analyses provided a comparison of the Fund’s management fee and breakpoints to those of a relevant peer group and category universe; an expense analysis which compared the Fund’s overall net and gross expenses to a peer group and a category universe; and a five-year history comparing the Fund’s net expenses to the peer and category medians. The analyses also compared the Fund’s transfer agency, custody, and distribution fees, other expenses and fee waivers/reimbursements to those of the peer group and category medians. The Trustees concluded that the comparisons provided by the Outside Data Provider were useful in evaluating the reasonableness of the management fees and total expenses paid by the Fund.

In addition, the Trustees considered the Investment Adviser’s undertaking to limit certain expenses of the Fund that exceed a specified level and Goldman Sachs’ undertaking to waive a portion of the distribution and service fees paid by the Fund’s Service Shares. The Trustees also noted that certain changes were being made to existing fee waiver or expense limitation arrangements of the Fund that would have the effect of decreasing total Fund expenses, with such changes taking effect in connection with the Fund’s next annual registration statement update. They also noted that the Investment Adviser did not manage other types of accounts having investment objectives and policies similar to those of the Fund, and therefore this type of fee comparison was not possible.

In addition, the Trustees noted that shareholders are able to redeem their Fund shares at any time if shareholders believe that the Fund fees and expenses are too high or if they are dissatisfied with the performance of the Fund.

Profitability

The Trustees reviewed the Investment Adviser’s revenues and pre-tax profit margins with respect to the Trust and the Fund. In this regard the Trustees noted that they had received, among other things, profitability analyses and summaries, revenue and expense schedules by Fund and by function (i.e., investment management, transfer agency and distribution and service), and information on the Investment Adviser’s expense allocation methodology. They observed that the profitability and expense figures are substantially similar to those used by the Investment Adviser for many internal purposes, including compensation decisions among various business groups, and are thus subject to a vigorous internal debate about how certain revenue and expenses should be allocated. The Trustees also noted that the internal audit group within the Goldman Sachs organization had audited the expense allocation methodology and was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Trust and the Fund were provided for 2015 and 2014, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability. The Trustees considered the Investment Adviser’s revenues and pre-tax profit margins both in absolute terms and in comparison to information on the reported pre-tax profit margins earned by certain other asset management firms.

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Economies of Scale

The Trustees considered the information that had been provided regarding the Investment Adviser’s profitability. The Trustees also considered the breakpoints in the fee rate payable under the Management Agreement for the Fund at the following annual percentage rates of the average daily net assets of the Fund:

 

First $1 billion     0.62
Next $1 billion     0.59   
Next $3 billion     0.56   
Next $3 billion     0.55   
Over $8 billion     0.54   

The Trustees noted that the breakpoints were designed to share potential economies of scale, if any, with the Fund and its shareholders as assets under management reach those asset levels. The Trustees considered the amounts of assets in the Fund; the Fund’s recent share purchase and redemption activity; the information provided by the Investment Adviser relating to the costs of the services provided by the Investment Adviser and its affiliates and their realized profits; information comparing fee rates charged by the Investment Adviser with fee rates charged to other funds in the peer group; and the Investment Adviser’s undertaking to limit certain expenses of the Fund that exceed a specified level and Goldman Sachs’ undertaking to waive a portion of the distribution and service fees paid by the Fund’s Service Shares. Upon reviewing these matters at the Annual Meeting, the Trustees concluded that the fee breakpoints represented a means of assuring that benefits of scalability, if any, would be passed along to shareholders at the specified asset levels.

Other Benefits to the Investment Adviser and Its Affiliates

The Trustees also considered the other benefits derived by the Investment Adviser and its affiliates from their relationships with the Fund as stated above, including: (a) transfer agency fees received by Goldman Sachs; (b) brokerage and futures commissions earned by Goldman Sachs for executing securities and futures transactions on behalf of the Fund; (c) trading efficiencies resulting from aggregation of orders of the Fund with those for other funds or accounts managed by the Investment Adviser; (d) fees earned by Goldman Sachs Agency Lending (“GSAL”), an affiliate of the Investment Adviser, as securities lending agent (and fees earned by the Investment Adviser for managing the fund in which the Fund’s cash collateral is invested); (e) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (f) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (g) Goldman Sachs’ retention of certain fees as Fund Distributor; (h) the Investment Adviser’s ability to negotiate better pricing with custodians on behalf of its other clients, as a result of the relationship with the Fund; and (i) the possibility that the working relationship between the Investment Adviser and the Fund’s third-party service providers may cause those service providers to be more likely to do business with other areas of Goldman Sachs. In the course of considering the foregoing, the Independent Trustees requested and received further information quantifying certain of these fall-out benefits.

Other Benefits to the Fund and Its Shareholders

The Trustees also noted that the Fund receives certain potential benefits as a result of its relationship with the Investment Adviser, including: (a) trading efficiencies resulting from aggregation of orders of the Fund with those of other funds or accounts managed by the Investment Adviser; (b) enhanced servicing from vendors because of the volume of business generated by the Investment Adviser and its affiliates; (c) enhanced servicing from broker-dealers because of the volume of business generated by the Investment Adviser and its affiliates; (d) the Investment Adviser’s ability to negotiate favorable terms with derivatives counterparties on behalf of the Fund as a result of the size and reputation of the Goldman Sachs organization; (e) the Investment Adviser’s knowledge and experience gained from managing other accounts and products; (f) the Investment Adviser’s ability to hire and retain qualified personnel to provide services to the Fund because of the reputation of the Goldman Sachs organization; (g) the Fund’s access, through the Investment Adviser, to certain firmwide resources (e.g., proprietary risk management systems and databases), subject to certain restrictions; (h) the Fund’s ability to participate in the securities lending program administered by GSAL, as measured by the revenue received by the Fund in connection with the program; and (i) the Fund’s access to certain affiliated distribution channels. In addition, the Trustees noted the competitive nature of the mutual fund marketplace, and considered that many of the Fund’s shareholders invested in the Fund in part because of the Fund’s relationship with the Investment Adviser and that those shareholders have a general expectation that the relationship will continue.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statement Regarding Basis for Approval of Management Agreement (Unaudited) (continued)

 

Conclusion

In connection with their consideration of the Management Agreement, the Trustees gave weight to each of the factors described above, but did not identify any particular factor as controlling their decision. After deliberation and consideration of all of the information provided, including the factors described above, the Trustees concluded, in the exercise of their business judgment, that the management fees paid by the Fund were reasonable in light of the services provided to it by the Investment Adviser, the Investment Adviser’s costs and the Fund’s current and reasonably foreseeable asset levels. The Trustees unanimously concluded that the Investment Adviser’s continued management likely would benefit the Fund and its shareholders and that the Management Agreement should be approved and continued with respect to the Fund until June 30, 2017.

 

28


 

TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Principal Financial Officer,
Diana M. Daniels       Senior Vice President and Treasurer
Herbert J. Markley   Caroline L. Kraus, Secretary
James A. McNamara  
Jessica Palmer  
Alan A. Shuch  
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN, SACHS & CO.

Distributor and Transfer Agent

GOLDMAN SACHS ASSET MANAGEMENT, L.P.

Investment Adviser

200 West Street, New York

New York 10282

Visit our web site at www.GSAMFUNDS.com to obtain the most recent month-end returns.

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

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

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

The website links provided are for your convenience only and are not an endorsement or recommendation by GSAM of any of these websites or the products or services offered. GSAM is not responsible for the accuracy and validity of the content of these websites.

Fund holdings and allocations shown are as of June 30, 2016 and may not be representative of future investments. Fund holdings should not be relied on in making investment decisions and should not be construed as research or investment advice regarding particular securities. Current and future holdings are subject to risk.

References to indices, benchmarks or other measures of relative market performance over a specified period of time are provided for your information only and do not imply that the portfolio will achieve similar results. The index composition may not reflect the manner in which a portfolio is constructed. While an adviser seeks to design a portfolio which reflects appropriate risk and return features, portfolio characteristics may deviate from those of the benchmark.

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

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

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

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

This report is prepared for the general information of contract owners and is not an offer of shares of the Goldman Sachs Variable Insurance Trust: Goldman Sachs U.S. Equity Insights Fund.

Goldman, Sachs & Co. is the distributor of the Goldman Sachs Funds and the Goldman Sachs Variable Insurance Trust Funds.

© 2016 Goldman Sachs. All rights reserved.

VITUSSAR-16/58895-TMPL-08/2016/8.5K


ITEM 2. CODE OF ETHICS.

 

  (a) As of the end of the period covered by this report, the registrant has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party (the “Code of Ethics”).

 

  (b) During the period covered by this report, no amendments were made to the provisions of the Code of Ethics.

 

  (c) During the period covered by this report, the registrant did not grant any waivers, including an implicit waiver, from any provision of the Code of Ethics.

 

  (d) A copy of the Code of Ethics is available as provided in Item 12(a)(1) of this report.

 

ITEM 3. AUDIT COMMITTEE FINANCIAL EXPERT.

 

     The registrant’s board of trustees has determined that the registrant has at least one “audit committee financial expert” (as defined in Item 3 of Form N-CSR) serving on its audit committee. Gregory G. Weaver is the “audit committee financial expert” and is “independent” (as each term is defined in Item 3 of Form N-CSR).

 

ITEM 4. PRINCIPAL ACCOUNTANT FEES AND SERVICES.

 

     Not applicable for the reporting period. The information required by this Item is only required in an annual report on this Form N-CSR.


ITEM 5. AUDIT COMMITTEE OF LISTED REGISTRANTS.

Not applicable.

 

ITEM 6. SCHEDULE OF INVESTMENTS

Schedule of Investments is included as part of the Reports to Shareholders filed under Item 1.

 

ITEM 7. DISCLOSURE OF PROXY VOTING POLICIES AND PROCEDURES FOR CLOSED-END MANAGEMENT INVESTMENT COMPANIES.

Not applicable.

 

ITEM 8. PORTFOLIO MANAGERS OF CLOSED-END MANAGEMENT INVESTMENT COMPANIES

Not applicable.

 

ITEM 9. PURCHASES OF EQUITY SECURITIES BY CLOSED-END MANAGEMENT INVESTMENT COMPANY AND AFFILIATED PURCHASERS

Not applicable.

 

ITEM 10. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees.

 

ITEM 11. CONTROLS AND PROCEDURES.

 

  (a) The registrant’s principal executive and principal financial officers or persons performing similar functions have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”)) are effective as of a date within 90 days of the filing date of this report that includes the disclosure required by this paragraph, based on the evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act and 15d-15(b) under the Securities Exchange Act of 1934, as amended.

 

  (b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect the registrant’s internal control over financial reporting.

 

ITEM 12. EXHIBITS.

 

(a)(1)       Goldman Sachs Variable Insurance Trust’s Code of Ethics for Principal Executive and Senior Financial Officers is incorporated by reference to Exhibit 12(a)(1) of the registrant’s Form N-CSR filed on February 27, 2015.
(a)(2)    Exhibit 99.CERT    Certifications pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 filed herewith
   Exhibit 99.906CERT    Certifications pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 filed herewith


SIGNATURES

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

Goldman Sachs Variable Insurance Trust

 

/s/ James A. McNamara

By: James A. McNamara

Chief Executive Officer of

Goldman Sachs Variable Insurance Trust

Date: August 26, 2016

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

 

/s/ James A. McNamara

By: James A. McNamara

Chief Executive Officer of

Goldman Sachs Variable Insurance Trust

Date: August 26, 2016

/s/ Scott McHugh

By: Scott McHugh

Principal Financial Officer of

Goldman Sachs Variable Insurance Trust

Date: August 26, 2016