N-CSRS 1 d401840dncsrs.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. LLC

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, 2017

 

 

 

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, 2017

 

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, 2017 (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 5.65% and 5.48%, respectively. These returns compare to the 7.45% 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 MSCI World Index (60%) and the Bloomberg Barclays U.S. Aggregate Bond Index (40%), generated cumulative total returns of 11.02% and 2.27%, respectively, during the same time period.

Importantly, during the Reporting Period, the Fund’s overall annualized volatility was 5.49%, less than the S&P 500® Index’s annualized volatility of 6.96% during the same time period.

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

As the Reporting Period began in January 2017, global equities rallied on the prospect of deregulation in the U.S. following Presidential executive orders on oil pipelines and further optimism around potential infrastructure spending. International equity markets subsequently retreated on political uncertainty and protectionism concerns, though U.S. stocks continued to advance. In February 2017, global equities were buoyed by “risk on” sentiment, or reduced risk aversion, owing to potential U.S. tax reform and deregulation as well as by stronger economic data. In March 2017, the U.S. Federal Reserve (“Fed”) raised interest rates for the third time since the 2008-2009 global financial crisis, while maintaining projections for three rate hikes this year. However, a seemingly cautious stance on the future path of monetary tightening from the Fed Chair and the presence of a dissenter on the policy committee led to a dovish market reaction and to Japanese yen appreciation, despite the Bank of Japan (“BoJ”) maintaining its policy rate. (Dovish tends to suggest lower interest rates; opposite of hawkish.) Political risks subsequently drove U.S. equities lower in the wake of House Republicans’ struggle to schedule a vote on health care. Outside the U.S., the European Central Bank (“ECB”) kept its policy unchanged at its March 2017 meeting but revised its growth and inflation forecasts upwards. Markets interpreted the positive economic assessment as hawkish, sparking concerns around the sequencing of the ECB’s policy steps — namely, whether rates will rise before quantitative easing ends. In the second quarter of 2017, global equities posted gains. Strong first quarter 2017 corporate earnings results, with double-digit growth across virtually all major developed market regions, and receding political risk after the centrist candidate’s win in the French election supported global equity markets. However, market expectations for pro-growth U.S. fiscal policy were dampened by domestic political developments. The U.S. labor market remained strong, but economic activity and inflation data appeared to be moderating. Core inflation softened to 1.7% year-over-year in May 2017, marking a third consecutive month of weakness, while core personal consumption expenditures remained below the Fed’s 2% target at just 1.4% year-over-year. Nonetheless, the Fed proceeded to raise the targeted federal funds rate by 25 basis points in June 2017, citing ongoing strength in the labor market and a pick-up in household spending and business fixed investment. (A basis point is 1/100th of a percentage point.) Also in June, European markets reacted hawkishly to the ECB president’s sanguine outlook for recovering inflation and cautious reference to tapering of asset purchases. Japanese equities saw a temporary pullback in June 2017, as market sentiment deteriorated and as the Japanese yen strengthened immediately after the Fed interest rate hike, but quickly rebounded.

In terms of fixed income, when the Reporting Period started, spread (or non-government bond) sectors generally posted gains. Investors focused on the prospect of pro-growth policies from the new U.S. Administration, which helped boost business and consumer sentiment to near record levels. Investors also evaluated the positive impact of earlier fiscal stimulus in China. Global purchasing managers’ indices pointed to solid and synchronized global expansion, led by developed markets, most notably the U.S. In Europe, economic data strengthened and political risk remained contained, as markets weathered the official start of Brexit negotiations. (Brexit refers to the U.K.’s efforts to exit the European Union.) The far right lost to centrists in the Netherlands’ election. In France, polls reflected a relatively low chance of victory for the far-right candidate in the country’s then-upcoming presidential vote. Monetary policy presented few surprises during the first calendar quarter, as the ECB, BoJ and Bank of England (“BoE”) kept their respective monetary policies unchanged. In March 2017, the ECB raised its economic growth and inflation

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

forecasts, while the Fed raised its target range for the federal funds rate. Minutes from the meeting raised expectations that Fed balance sheet normalization would begin in 2017. Despite the Fed’s monetary policy tightening, the U.S. dollar weakened versus both developed and emerging markets currencies during the first calendar quarter. In the second quarter of 2017, spread sectors overall recorded positive returns. Political developments led to temporary bouts of volatility early in the quarter, driving weakness in Brazilian, U.S. and U.K. fixed income assets as well as a credit rating downgrade of South Africa’s sovereign debt. Political risks receded in May 2017 on the centrist candidate’s victory in the French presidential election, which was supportive of French bonds and the bonds of European peripheral countries broadly. On the economic front, weakness in U.S. core inflation cast uncertainty over the pace of Fed monetary tightening. Nonetheless, comments included in minutes from the Fed’s May and June 2017 policy meetings suggested an announcement about how and when the Fed would begin reducing the size of its balance sheet would be made sooner than the markets had previously anticipated. In Europe, economic data continued to surprise to the upside. At its June 2017 policy meeting, the ECB provided an optimistic assessment of the risks to growth but revised downward its medium-term inflation forecasts. The ECB, BoJ and BoE left their respective monetary policies unchanged during the second calendar quarter, while the Fed raised interest rates for the second time in 2017 and for the fourth time in a decade at its June 2017 policy meeting. As the quarter came to an end, a string of hawkish comments from central bankers drove global interest rates up, as the market anticipated a faster than expected pace of monetary policy tightening by the BoE, ECB and Bank of Canada. During the second quarter of 2017, the U.S. dollar continued to weaken versus many global currencies.

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 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, 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, U.S. large-cap and small-cap, European, Asian, 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.

The Fund was hurt by its exposures to Japanese and U.S. government bonds late in the Reporting Period when interest rates rose. The Fund benefited during the Reporting Period from its allocations to global equities, including U.S. large-cap and small-cap stocks; European, Japanese and U.K. equities; and emerging markets stocks. An allocation to German government bonds also added value.

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 5.49%, less than the S&P 500® Index’s annualized volatility of 6.96%.

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 80% to equities, 20% to fixed income and 0% to cash (Many of these positions were implemented through the use of exchange-traded index future contracts.) Within the equity category, the Fund had allocations to five of six global equity asset classes. It did not have an allocation to emerging markets equities at the start of the Reporting Period. As for fixed income, the Fund had an emphasis on German government bonds with a smaller allocation to Japanese government bonds when the Reporting Period began.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

At the end of January 2017, we added a small allocation to emerging markets equities, increasing it slightly by the end of May 2017. We increased the Fund’s allocation to U.S. large-cap stocks at the start of the first calendar quarter and eliminated its allocation to U.S. small-cap stocks. We also reduced the Fund’s allocation to German government bonds and increased its exposure to Japanese government bonds.

Near the end of the Reporting Period, we reduced the size of the Fund’s equity allocation and increased the size of its fixed income allocation. The Fund continued to have no allocation to cash. Within its equity allocation, the Fund had exposure to U.S. large-cap equities; European, Japanese and U.K. equities; and emerging markets equities. It had no exposure to U.S. small-cap equities. Within fixed income, we added some exposure to U.S. Treasuries and eliminated the Fund’s allocation to German government bonds.

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

During the Reporting Period, the Fund employed exchange-traded index futures contracts to gain exposure to U.S. large-cap and small-cap stocks, the European, Japanese and U.K. equity markets, and U.S., Japanese and German government bonds. On an absolute basis, the use of these instruments had a positive impact on the Fund’s performance, as these allocations added to 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 reduced the Fund’s allocation to equities. Within equities, we modestly increased its allocations to U.S. large-cap stocks and Japanese equities, while reducing its exposures to European and U.K. equities. Overall, at the end of the Reporting Period, the Fund had more exposure to emerging markets equities than it did at the beginning of the Reporting Period and the same exposure to Japanese equities. The Fund maintained an allocation to emerging markets equities and had no allocation to U.S. small-cap equities. Within fixed income, we increased the Fund’s allocation to U.S. Treasuries, while marginally reducing its allocation to Japanese government bonds. At the end of the Reporting Period, the Fund did not have an allocation to German government bonds due to their poor momentum amid rising yields. At the end of the Reporting Period, the Fund’s total assets were allocated 72% to equities, 28% to fixed income and 0% to cash.

Going forward, we intend to position the Fund to provide exposure to price momentum from among nine underlying asset classes, while dynamically managing 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

    The Global Trends Allocation Composite Index is composed 60% of MSCI World Index and 40% of Bloomberg 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.
    The 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.
    The Bloomberg 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, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Since Inception      Inception Date
Institutional      9.91      N/A        3.14    10/16/13
Service      9.65        5.16      4.68      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        0.73      1.00
Service        0.99        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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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 above graph may not sum to 100% due to the exclusion of other assets and liabilities. The underlying composition of exchange traded funds and investment companies held by the Fund are not reflected in the graph above. Consequently, the Fund’s overall composition 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  Short-Term Investments include investments in U.S. Government Agency Securities. U.S. Government Agency Securities include agency securities offered by companies such as Federal Home Loan Bank, Federal Home Loan Mortgage Corporation and 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, 2017 (Unaudited)

 

Shares

     Description    Value  
  Exchange Traded Funds – 31.8%  
  201,944      iShares Core S&P 500 Fund    $ 49,155,189  
  607,674      iShares MSCI Emerging Markets Fund      25,151,627  
  204,262      Vanguard S&P 500 Fund      45,358,420  

 

 

 
  TOTAL EXCHANGE TRADED FUNDS   
  (Cost $104,234,734)    $ 119,665,236  

 

 

 

 

Shares   

Distribution

Rate

     Value  
Investment Companies(a)(b) – 54.5%  

Goldman Sachs Financial Square Government Fund — 
Institutional Shares

 

113,194,937      0.845    $ 113,194,937  

Goldman Sachs Financial Square Treasury Obligations Fund — 
Institutional Shares

 

46,048,357      0.846        46,048,357  

Goldman Sachs Financial Square Treasury Solutions Fund — 
Institutional Shares

 

45,546,579      0.825      45,546,579  

 

 
TOTAL INVESTMENT COMPANIES 
(Cost $204,789,873)    $ 204,789,873  

 

 
TOTAL INVESTMENTS – 86.3%
 
(Cost $309,024,607)      $ 324,455,109  

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES – 13.7%

 

     51,467,196  

 

 
NET ASSETS – 100.0%      $ 375,922,305  

 

 

 

The percentage shown for each investment category reflects the value of investments in that category as a percentage of net assets.
(a)   Represents an affiliated issuer.
(b)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.

 

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At June 30, 2017, the Fund had the following futures contracts:

 

Type    Number of
Contracts
Long (Short)
     Expiration
Date
     Current
Value
     Unrealized
Gain (Loss)
 
EURO STOXX 50 Index      953        September 2017      $ 37,345,369      $ (1,517,232
FTSE 100 Index      199        September 2017        18,771,658        (515,043
S&P 500 E-Mini Index      519        September 2017        62,822,355        (133,603
TSE TOPIX Index      134        September 2017        19,199,022        129,075  
10 Year Japanese Government Bonds      45        September 2017        60,057,346        (183,214

10 Year U.S. Treasury Notes

     449        September 2017        56,363,531        (337,576
TOTAL                               $ (2,557,593

 

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, 2017 (Unaudited)

 

  
Assets:    

Investments in unaffiliated issuers, at value (cost $104,234,734)

   $ 119,665,236  

Investments in affiliated issuers, at value (cost $204,789,873)

     204,789,873  

Cash

     43,562,352  

Receivables:

  

Collateral on certain derivative contracts

     7,216,059  

Fund shares sold

     354,381  

Dividends

     132,828  

Reimbursement from investment adviser

     15,044  

Securities lending income

     5,703  

Variation margin on certain derivative contracts

     861,383  

Other assets

     1,130  
Total assets      376,603,989  
  
Liabilities:    

Payables:

  

Fund shares redeemed

     211,283  

Management fees

     193,990  

Distribution and Service fees and Transfer Agency fees

     84,207  

Investments purchased

     72,376  

Accrued expenses

     119,828  
Total liabilities      681,684  
  
Net Assets:    

Paid-in capital

     358,859,104  

Undistributed net investment income

     1,033,452  

Accumulated net realized gain

     3,054,753  

Net unrealized gain

     12,974,996  
NET ASSETS    $ 375,922,305  

Net Assets:

  

Institutional

   $ 28,047  

Service

     375,894,258  

Total Net Assets

   $ 375,922,305  

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

  

Institutional

     2,343  

Service

     31,482,564  

Net asset value, offering and redemption price per share:

  

Institutional

     $11.97  

Service

     11.94  

 

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, 2017 (Unaudited)

 

  
Investment income:  

Dividends — unaffiliated issuers

   $ 1,367,941  

Dividends — affiliated issuers

     452,606  

Interest

     88,833  

Securities lending income — affiliated issuer

     13,852  
Total investment income      1,923,232  
  
Expenses:    

Management fees

     1,439,417  

Distribution and Service fees — Service Shares

     455,477  

Professional fees

     53,259  

Transfer Agency fees(a)

     36,438  

Custody, accounting and administrative services

     29,356  

Printing and mailing costs

     17,360  

Trustee fees

     8,505  

Other

     6,521  
Total expenses      2,046,333  

Less — expense reductions

     (268,992
Net expenses      1,777,341  
NET INVESTMENT INCOME      145,891  
  
Realized and unrealized gain (loss):    

Net realized gain from:

  

Investments

     9,043,020  

Futures contracts

     11,130,911  

Foreign currency transactions

     80,364  

Net change in unrealized gain (loss) on:

  

Investments

     3,535,972  

Futures contracts

     (4,769,762

Foreign currency translation

     122,024  
Net realized and unrealized gain      19,142,529  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 19,288,420  

(a) Institutional and Service Shares incurred Transfer Agency fees of $3 and $36,435, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
 
    
From operations:  

Net investment income

   $ 145,891     $ 701,709  

Net realized gain

     20,254,295       225,837  

Net change in unrealized gain (loss)

     (1,111,766     14,319,840  
Net increase in net assets resulting from operations      19,288,420       15,247,386  
    
Distributions to shareholders:        

From net investment income

    

Institutional Shares

           (119

Service Shares

           (992,542
Total distributions to shareholders            (992,661
    
From share transactions:        

Proceeds from sales of shares

     20,569,816       57,559,506  

Reinvestment of distributions

           992,661  

Cost of shares redeemed

     (17,577,503     (74,879,513
Net increase (decrease) in net assets resulting from share transactions      2,992,313       (16,327,346
TOTAL INCREASE (DECREASE)      22,280,733       (2,072,621
    
Net assets:        

Beginning of period

     353,641,572       355,714,193  

End of period

   $ 375,922,305     $ 353,641,572  
Undistributed net investment income    $ 1,033,452     $ 887,561  

 

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)  

2017 - Institutional

   $ 11.33      $ 0.02     $ 0.62     $ 0.64     $     $     $     $ 11.97        5.65   $ 28        0.73 %(d)      0.87 %(d)      0.33 %(d)      44

2017 - Service

     11.32        (e)      0.62       0.62                         11.94        5.48       375,894        0.98 (d)      1.12 (d)      0.08 (d)      44  
   
FOR THE FISCAL YEARS ENDED DECEMBER 31,  

2016 - Institutional

     10.89        (0.03     0.52       0.49       (0.05           (0.05     11.33        4.49       27        0.74       0.89       (0.25     260  

2016 - Service

     10.88        0.02       0.45       0.47       (0.03           (0.03     11.32        4.33       353,615        1.00       1.13       0.20       260  

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 - Service (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, 2017 (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. LLC (formerly 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 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.

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, if any, 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.  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

 

12


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

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

U.S. GAAP defines the fair value of a financial instrument as 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); the Fund’s policy is to use the market approach. 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.

 

13


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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 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. With the exception of treasury securities of G8 countries, 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.

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. For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Fund and cash collateral received, 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.

Short Term Investments — Short-term investments having a maturity of 60 days or less are valued using available market quotations as provided by a third party pricing vendor or broker. 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

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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, 2017:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Exchange Traded Funds      $ 119,665,236        $        $  
Investment Companies        204,789,873                    
Total      $ 324,455,109        $        $  
Derivative Type                              
Assets(a)               

Futures Contracts

     $ 129,075        $        $  
Liabilities(a)               

Futures Contracts

     $ (2,686,668      $        $  

 

(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, 2017. 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   $ 129,075     Variation margin on certain derivative contracts   $ (2,165,878
Interest Rate                Variation margin on certain derivative contracts     (520,790
Total            $ 129,075         $ (2,686,668

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only the variation margin as of June 30, 2017 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, 2017. 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

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

4.    INVESTMENTS IN DERIVATIVES (continued)

 

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   $ 9,930,743     $ (3,624,953     2,300  
Interest Rate    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on futures contracts     1,200,168       (1,144,809     284  
Total        $ 11,130,911     $ (4,769,762     2,584  

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2017.

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, 2017, 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     0.70

 

^ 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 28, 2018, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2017, GSAM waived $79,271 of its management fee.

The Fund invests in 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, 2017, GSAM waived $79,510 of the Fund’s management fee.

B.  Distribution and/or Service (12b-1) Plan — The Trust, on behalf of Service Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

 

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

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 28, 2018, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, GSAM reimbursed $107,709 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” limitation described above. For the six months ended June 30, 2017, custody fee credits were $2,502.

E.  Line of Credit Facility — As of June 30, 2017, 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. 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, 2017, 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 Underlying Funds as of and for the six months ended June 30, 2017:

 

Investment Companies   

Market

Value
12/31/2016

     Purchases
at Cost
     Proceeds
from Sales
   

Market

Value
06/30/2017

     Dividend
Income
 

Goldman Sachs Financial Square Government Fund

   $ 74,421,507      $ 233,653,069      $ (194,879,639   $ 113,194,937      $ 297,218  

Goldman Sachs Financial Square Treasury Obligations Fund

            46,048,357              46,048,357        76,463  

Goldman Sachs Financial Square Treasury Solutions Fund

            45,546,579              45,546,579        78,925  

Total

   $ 74,421,507      $ 325,248,005      $ (194,879,639   $ 204,789,873      $ 452,606  

As of June 30, 2017, The Goldman Sachs Group, Inc. was the beneficial owner of approximately 100% of the Institutional Class 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, 2017, were $58,667,085 and $110,651,001, 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

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

7.    SECURITIES LENDING (continued)

 

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 Government Fund (“Government Money Market Fund”), an affiliated series of the Trust. The Government 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 a management fee of up to 0.205% on an annualized basis of the average daily net assets of the Government 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 GSAL is unable to purchase replacement securities, GSAL will indemnify the Fund by paying the Fund an amount equal to the market value of the securities loaned minus the value of cash collateral received from the borrower for the loan, subject to an exclusion for any shortfalls resulting from a loss of value in such cash collateral due to reinvestment risk. The amounts of the Fund’s overnight and continuous agreements represent the gross amounts of recognized liabilities for securities lending transactions outstanding as of June 30, 2017 are disclosed as “Payable upon return of securities loaned” on the Statement of Assets and Liabilities.

Both the Fund and GSAL received compensation relating to the lending of the Fund’s securities. The amounts earned, if any, by the Fund for the six months ended June 30, 2017, 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, 2017        
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
June 30, 2017
 
  $1,530     $     $  

The following table provides information about the Fund’s investment in the Government Money Market Fund for the six months ended June 30, 2017:

Market Value
12/31/2016
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/2017
 
$ 8,901,225     $ 62,404,725     $ (71,305,950   $  

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

 

 

8.    TAX INFORMATION

 

 

As of the Fund’s most recent fiscal year end, December 31, 2016, the Fund’s capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

Capital loss carryforwards:

Perpetual short-term

   $ (12,097,918

Timing differences (Qualified Late Year Loss Deferral/Post October Loss Deferal)

     (295,190

As of June 30, 2017, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 312,344,617  
Gross unrealized gain      15,430,502  

Gross unrealized loss

     (3,320,010

Net unrealized gain

   $ 12,110,492  

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 — The Fund’s use of derivatives may result in loss. Derivative instruments, which may pose risks in addition to and greater than those associated with investing directly in securities, currencies or other instruments, may be illiquid or less liquid, volatile, 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. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with investments in more traditional securities and instruments. Losses from 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. The imposition of exchange controls, confiscations, trade restrictions (including tariffs) and other government restrictions by the U.S. or other governments, or from problems in share registration, settlement or custody, may also result in losses. 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 — If the Fund invests in foreign securities, the Fund 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

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

9.    OTHER RISKS (continued)

 

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 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.

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. Fluctuations in interest rates may also affect the liquidity of fixed income securities and instruments held by the Fund.

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 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.

 

20


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 and 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, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Reinvestment of distributions          $       10     $ 119  
Shares redeemed                  (90,223     (961,682
                   (90,213     (961,563
Service Shares         
Shares sold      1,745,373       20,569,816       5,287,482       57,559,506  
Reinvestment of distributions                  87,603       992,542  
Shares redeemed      (1,498,137     (17,577,503     (6,728,313     (73,917,831
       247,236       2,992,313       (1,353,228     (15,365,783
NET INCREASE (DECREASE)      247,236     $ 2,992,313       (1,443,441   $ (16,327,346

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

Fund Expenses — Six Month Period Ended June 30, 2017 (Unaudited)   

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
01/01/17
    Ending
Account Value
06/30/17
    Expenses Paid
for the
6 Months
Ended
06/30/17*
 
Institutional        
Actual   $ 1,000     $ 1,056.50     $ 3.72  
Hypothetical 5% return     1,000       1,021.17+       3.66  
Service        
Actual     1,000       1,054.80       4.99  
Hypothetical 5% return     1,000       1,019.93+       4.91  

 

  * 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, 2017. 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 0.73% and 0.98% for Institutional and Service Shares, respectively.  

 

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

 

22


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, 2018 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 14-15, 2017 (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 four 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 information on 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;

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

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

 

  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense levels 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 undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund 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;
  (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 administrative 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

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION FUND

 

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

 

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, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. The information on the Fund’s investment performance was provided for the one- and three-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. 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 second quartile of the Fund’s peer group for the one- and three- year periods; had performed in-line with the Fund’s benchmark index for the one-year period and underperformed for the three- year period; and had outperformed the average performance of a group of competitor funds, as determined by the Investment Adviser, for the one- and three-year periods ended March 31, 2017. The Trustees 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.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION 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 data 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 implement fee waivers and/or expense limitations. 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 Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

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  

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST GLOBAL TRENDS ALLOCATION 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 undertakings to waive a portion of its management fee and to limit certain expenses of the Fund 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.

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. LLC (“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 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, 2018.

 

28


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Treasurer, Senior Vice
Diana M. Daniels   President and Principal Financial Officer
Herbert J. Markley   Joseph F. DiMaria, Assistant Treasurer and
James A. McNamara   Principal Accounting Officer
Jessica Palmer  

Caroline L. Kraus, Secretary

Roy W. Templin  
Gregory G. Weaver  

GOLDMAN SACHS & CO. LLC

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 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 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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

© 2017 Goldman Sachs. All rights reserved.

VITNAVSAR-17/100865-TMPL-08/2017-587131/12.4K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Large Cap Value Fund

Semi-Annual Report

June 30, 2017

 

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, 2017 (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 5.41% and 5.22%, respectively. These returns compare to the 4.66% cumulative total return of the Fund’s benchmark, the Russell 1000® Value Index (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 9.34% during the Reporting Period.

As the Reporting Period began in January 2017, U.S. equities rallied to new highs on the prospect of deregulation following executive orders on oil pipelines and on further optimism around infrastructure spending after a $1 trillion proposal from Senate Democrats. Despite political uncertainty and protectionism concerns, U.S. equities continued to rally in February 2017, driven by “risk on” sentiment, or reduced risk aversion, owing to potential U.S. tax reform and deregulation as well as by stronger economic data. In March 2017, the U.S. Federal Reserve (the “Fed”) raised interest rates for the third time since the 2008 global financial crisis, while maintaining projections for three rate hikes this year. However, a seemingly cautious stance on the future path of monetary tightening from Fed Chair Janet Yellen and the presence of a dissenter on the policy committee led to a dovish market reaction. (Dovish tends to suggest lower interest rates; opposite of hawkish.) Political risks subsequently drove U.S. equities lower in the wake of House Republicans’ struggle to schedule a vote on health care. For the month of March 2017, U.S. equities were virtually flat.

U.S. equities fell in April 2017, as Fed minutes suggested stocks were overvalued. However, U.S. equities subsequently rebounded on strong first quarter 2017 earnings results and on receding European political risk following the centrist candidate’s win in the French election. Although the U.S. labor market remained strong, economic activity and inflation data appeared to be moderating during the second quarter of 2017. Core inflation softened to 1.7% year-over-year in May 2017, marking a third consecutive month of weakness, while core personal consumption expenditures remained below the Fed’s 2% target at just 1.4% year-over-year. In addition, market expectations for pro-growth U.S. fiscal policy were dampened by domestic political developments. Nonetheless, the Fed proceeded to raise the targeted federal funds rate by 25 basis points in June 2017, citing ongoing strength in the labor market and a pick-up in household spending and business fixed investment. (A basis point is 1/100th of a percentage point.) The results of the Fed’s 2017 Comprehensive Capital Analysis and Review (“CCAR”) stress test for banks were encouraging, with improving payout ratios. (Payout ratio is the proportion of earnings paid out as dividends to shareholders.)

For the Reporting Period overall, information technology, health care and consumer discretionary were the best performing sectors in the S&P 500® Index by a wide margin. The weakest performing sectors in the S&P 500® Index were energy and telecommunication services, the only two to post negative absolute returns, followed by real estate and financials, which were comparatively weak but generated 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, large-cap stocks, as measured by the Russell 1000® Index, performed best, followed by mid-cap stocks, as measured by the Russell Midcap® Index, and then at some distance by small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, growth-oriented stocks significantly outpaced value-oriented stocks across the capitalization spectrum. (All as measured by the Russell Investments indices.)

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

The Fund outperformed the Russell Index during the Reporting Period. Stock selection and sector allocation overall both contributed positively to the Fund’s performance relative to the Russell Index during the Reporting Period.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Which equity market sectors most significantly affected Fund performance?

Stock selection in the health care, information technology and financials sectors contributed most positively to the Fund’s relative results. Having an overweighted allocation to the strongly performing health care sector also added value. Only partially offsetting these positive contributors was stock selection in the industrials and real estate sectors, which detracted. Having an underweighted allocation to the utilities sector, which outpaced the Russell Index during the Reporting Period, also hurt.

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

Relative to the Russell Index, the Fund benefited most from positions in U.S.-based pharmaceutical company Vertex Pharmaceuticals, enterprise information management software provider Oracle and health care company Abbott Laboratories.

Vertex Pharmaceuticals is primarily focused on treatments for cystic fibrosis. The majority of its outperformance of the Russell Index came after the company reported positive test results from one of its next-generation cystic fibrosis pipeline drugs. Its shares also rose after the company reported fourth quarter 2016 earnings that exceeded consensus expectations and issued 2017 guidance. Additionally, Vertex Pharmaceuticals sold its cancer research pipeline for $230 million. Investors viewed this positively given the possibility of royalties on future sales. At the end of the Reporting Period, we believed Vertex Pharmaceuticals would likely continue to expand its reach into the cystic fibrosis market through its next-generation pipeline drugs. In our view, its stock was trading at a compelling valuation, and the company was well insulated relative to its peer group if regulatory changes are made to the broader health care sector.

Oracle’s stock rose sharply after the company reported both strong growth in its cloud business and earnings that exceeded consensus expectations. We were encouraged by its management’s 2018 revenue expectations. At the end of the Reporting Period, we believed Oracle would become a powerful player in the cloud business, as it transitions its existing customer base from on premise to cloud computing platforms. As investors come to better appreciate this transition, we believe there is likely to be multiple expansion (Multiple expansion is an increase in the price/earnings ratio, or multiple, of a stock or group of stocks). We further believe its margins also have upside, as more customers transition given the large fixed investment Oracle has made in its cloud business.

Abbott Laboratories’ shares appreciated after the company announced the closing of its acquisition of St. Jude. Its strong performance was also due to its management reporting earnings that exceeded consensus expectations. Revenue increases in its nutrition, diagnostics and medical devices business lines and improvement in its gross margins further boosted its shares. Despite a challenging 2016 due to political rhetoric, health care stocks in general performed well during the Reporting Period, as investors began to doubt any major changes to health care would be made by Congress. At the end of the Reporting Period, we believed the company was trading at an attractive valuation and that its acquisition of St. Jude would be accretive to earnings given the opportunity for synergies and the addition of key new products from St. Jude’s pipeline.

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

Detracting most from the Fund’s results relative to the Russell Index were positions in three energy-related exploration and production companies — Southwestern Energy, Range Resources and ConocoPhillips.

Southwestern Energy is a natural gas-focused exploration and production company. Its stock experienced weakness during the Reporting Period as the price of natural gas was pressured, and energy market volatility plagued the stock. Despite its underperformance of the Russell Index during the Reporting Period, we believe our thesis on long-term demand drivers within natural gas remains intact, even with potential macro headwinds. At the end of the Reporting Period, we remained positive on the steps the company is taking to lower its debt levels and reduce its cost structure. Going forward, we continue to see upside potential for Southwestern Energy given what we view as the company’s high quality assets, specifically in the Marcellus, Fayetteville and Utica Shales.

Range Resources’ stock was pressured by increased oil production, which has the potential to increase supply of associated gas and thus lower gas prices. In our view, however, the long-term demand drivers of natural gas, such as coal plant retirements, liquid natural gas exports and industrial/electricity generation, remain intact. We believe Range Resources has a strong asset base in the Appalachian and Midcontinent regions, which its management has indicated could experience 30% production growth next year. At the end of the Reporting Period, we were also positive on Range Resources’ acquisition of Memorial Resource Development, as it should help diversify the company’s assets.

ConocoPhillips successfully reshaped its portfolio by divesting non-core businesses and used the proceeds to reduce debt and repurchase stock. However, during the Reporting Period, investors remained cautious on potential asset dispositions and headwinds related to Cenovus Energy’s balance sheet. (Cenovus is the Canadian-based company to whom ConocoPhillips sold some of its oil and gas assets in March 2017.) After reporting strong first quarter 2017 results and after the company performed better than other

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

large cap energy stocks, we trimmed the Fund’s position in ConocoPhillips in favor of other stocks with what we perceived to be greater risk-adjusted upside potential.

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?

During the Reporting Period, we initiated a Fund position in American International Group, an insurance company based in New York. We believe its new Chief Executive Officer’s (“CEO”) initiatives and capabilities may well serve as a positive catalyst and lead to margin improvement. We established a position in the company because of what we consider to be its attractive valuation and our belief in the upcoming inflection in its fundamentals. Additionally, the company’s new financial strength rating should be accretive to its earnings over time, in our view.

We started a Fund position in Citigroup, a global financial services company, during the Reporting Period. In our view, Citigroup is attractively priced relative to its peers given the strength of its balance sheet. We are encouraged by its management’s emphasis on cost cutting initiatives through technology implementation and closures. This emphasis, coupled with growth in its card business, gives us confidence that the company is well positioned for the long term.

Conversely, we exited the Fund’s position in Verizon Communications, a leading provider of wireless telecommunications in the U.S., which had detracted from relative results during the first quarter of 2017. Its shares fell in January 2017 after the company reported weaker than consensus expected earnings as a result of increased industry competition. Despite recent headwinds, we believe Verizon Communications has some of the highest quality assets in the industry and can modestly grow as the company continues to invest and focus on its strong wireless business and areas poised for future growth, including digital advertising, Internet of Things and 5G. (The Internet of Things is the interconnection of uniquely identifiable embedded computing devices within the existing Internet infrastructure. 5G represents the fifth, or next, generation of devices and the technology supporting those devices.) In light of elevated competitive dynamics in the industry and Verizon Communications’ stock approaching our price target, we sold the position in favor of other investments with what we considered to be greater risk-adjusted upside potential.

We eliminated the Fund’s position in American Express, a global financial services corporation. We had originally initiated the position because we believed concerns regarding credit and longer-term secular headwinds were overblown, leading to an excessively depressed valuation. While, at the end of the Reporting Period, we continued to view American Express as a high quality company with good long-term growth potential, the stock approached our price target after reporting strong first quarter 2017 results, and so we exited the position in favor of other investments with what we believed to be greater risk-adjusted upside 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 industrials increased compared to the Russell Index as did the Fund’s position in cash. The Fund’s allocations compared to the Russell Index in consumer discretionary, telecommunication services and utilities decreased.

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

At the end of June 2017, the Fund had overweighted positions relative to the Russell Index in the industrials, health care, information technology and materials sectors. On the same date, the Fund had underweighted positions compared to the Russell Index in utilities, real estate and telecommunication services and was rather neutrally weighted to the Russell Index in consumer discretionary, consumer staples, energy and financials.

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

At the end of the Reporting Period, we were cautiously optimistic with respect to pro-growth policy actions and their ability to spur a more accommodative operating environment. In our view, most companies should benefit from aggressive fiscal policy, including lower taxes and increased spending, and less restrictive regulatory conditions. We were also encouraged by a strong first quarter 2017 earnings reporting season, as sales, margins and earnings all exceeded consensus expectations. Aggregate S&P 500® Index earnings growth of 13.5% on a year-over-year basis represented the strongest rate of growth since 2011. Earnings in most markets

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

across the world surpassed consensus estimates as well. All else being equal, broadening global economic growth should be supportive of a continuation in earnings growth and equity market appreciation. While our return expectations remain relatively muted given what we perceive to be rather full valuations, we still believe U.S. equities are more attractive than most other asset classes and can continue to be driven by earnings growth in the absence of multiple expansion. Additionally, after several years of thematic-driven markets, we were positive at the end of the Reporting Period about lower correlations at the stock level. We believe an active approach will likely continue to benefit in this type of environment.

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 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 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 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 represent 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, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      16.26      13.13      4.36      5.08    1/12/98
Service      15.98        12.85        N/A        4.28      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        0.71      0.81
Service        0.96        1.06  

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any 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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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 6/30/173

 

Holding      % of Net Assets      Line of Business
Wells Fargo & Co.        5.2%      Banks
Exxon Mobil Corp.        5.0    Energy
Bank of America Corp.        4.7    Banks
Pfizer, Inc.        3.4    Pharmaceuticals, Biotechnology & Life Sciences
JPMorgan Chase & Co.        3.3    Banks
General Electric Co.        3.1    Capital Goods
Allergan plc        3.1    Pharmaceuticals, Biotechnology & Life Sciences
Oracle Corp.        3.0    Software & Services
MetLife, Inc.        2.8    Insurance
Cisco Systems, Inc.        2.6    Technology Hardware & Equipment

 

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, 2017

 

 

 

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 (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 1.1% of the Fund’s net assets at June 30, 2017.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Schedule of Investments

June 30, 2017 (Unaudited)

 

Shares      Description    Value  
  Common Stocks – 96.4%  
 

Automobiles & Components – 0.7%

  116,186      Volkswagen AG ADR    $ 3,616,289  

 

 

 
 

Banks – 16.1%

  1,072,181      Bank of America Corp.      26,011,111  
  151,666      Citigroup, Inc.      10,143,422  
  195,313      JPMorgan Chase & Co.      17,851,608  
  99,659      SunTrust Banks, Inc.      5,652,659  
  516,012      Wells Fargo & Co.      28,592,225  
     

 

 

 
        88,251,025  

 

 

 
 

Capital Goods – 8.8%

  
  195,991      Emerson Electric Co.      11,684,983  
  113,710      Fluor Corp.      5,205,644  
  633,976      General Electric Co.      17,123,692  
  118,484      Textron, Inc.      5,580,596  
  34,502      United Technologies Corp.      4,213,039  
  35,915      WABCO Holdings, Inc.*      4,579,522  
     

 

 

 
        48,387,476  

 

 

 
 

Consumer Durables & Apparel – 1.2%

  
  101,769      Coach, Inc.      4,817,744  
  30,264      Newell Brands, Inc.      1,622,756  
     

 

 

 
        6,440,500  

 

 

 
 

Diversified Financials – 3.1%

  
  118,320      Capital One Financial Corp.      9,775,598  
  166,248      Morgan Stanley      7,408,011  
     

 

 

 
        17,183,609  

 

 

 
 

Energy – 9.9%

  
  235,672      BP plc ADR      8,166,035  
  157,369      ConocoPhillips      6,917,941  
  339,155      Exxon Mobil Corp.      27,379,983  
  185,200      Range Resources Corp.      4,291,084  
  1,263,698      Southwestern Energy Co.*      7,683,284  
     

 

 

 
        54,438,327  

 

 

 
 

Food & Staples Retailing – 0.6%

  
  44,741      CVS Health Corp.      3,599,861  

 

 

 
 

Food, Beverage & Tobacco – 3.8%

  139,765      Altria Group, Inc.      10,408,300  
  43,390      Anheuser-Busch InBev SA/NV ADR      4,788,520  
  127,726     

Mondelez International, Inc.

Class A

     5,516,486  
     

 

 

 
        20,713,306  

 

 

 
 

Health Care Equipment & Services – 3.7%

  
  271,426      Abbott Laboratories      13,194,018  
  46,170      Aetna, Inc.      7,009,991  
     

 

 

 
        20,204,009  

 

 

 
 

Household & Personal Products – 4.3%

  
  313,620      Coty, Inc. Class A      5,883,511  
  153,075      Procter & Gamble Co. (The)      13,340,486  
  81,350      Unilever NV      4,496,215  
     

 

 

 
        23,720,212  

 

 

 
  Common Stocks – (continued)  
 

Insurance – 5.8%

  
  215,480      American International Group, Inc.    $ 13,471,810  
  57,317      Hartford Financial Services Group, Inc. (The)      3,013,155  
  282,327      MetLife, Inc.      15,511,045  
     

 

 

 
        31,996,010  

 

 

 
 

Materials – 3.7%

  
  128,254      Ball Corp.      5,413,601  
  122,125      EI du Pont de Nemours & Co.      9,856,709  
  90,226      Nucor Corp.      5,221,379  
     

 

 

 
        20,491,689  

 

 

 
 

Media – 4.1%

  
  53,649      DISH Network Corp. Class A*      3,367,011  
  425,308      Liberty Global plc Class C*      13,261,103  
  172,024      Viacom, Inc. Class B      5,774,846  
     

 

 

 
        22,402,960  

 

 

 
 

Pharmaceuticals, Biotechnology & Life Sciences – 11.9%

  69,152      Allergan plc      16,810,160  
  42,785      BioMarin Pharmaceutical, Inc.*      3,885,734  
  135,382      Bristol-Myers Squibb Co.      7,543,485  
  62,139      Celgene Corp.*      8,069,992  
  42,788      Johnson & Johnson      5,660,424  
  42,956      Merck & Co., Inc.      2,753,050  
  555,109      Pfizer, Inc.      18,646,111  
  16,754      Vertex Pharmaceuticals, Inc.*      2,159,088  
     

 

 

 
        65,528,044  

 

 

 
 

Real Estate Investment Trust – 2.7%

  
  487,176      DDR Corp.      4,418,686  
  32,375      Simon Property Group, Inc.      5,236,980  
  55,371      Vornado Realty Trust      5,199,337  
     

 

 

 
        14,855,003  

 

 

 
 

Retailing – 1.3%

  
  19,741      Home Depot, Inc. (The)      3,028,269  
  54,587      TJX Cos., Inc. (The)      3,939,544  
     

 

 

 
        6,967,813  

 

 

 
 

Semiconductors & Semiconductor Equipment – 0.5%

  
  34,481      Texas Instruments, Inc.      2,652,623  

 

 

 
 

Software & Services – 6.2%

  11,553      Alphabet, Inc. Class A*      10,740,593  
  332,390      Oracle Corp.      16,666,035  
  142,158      Symantec Corp.      4,015,964  
  29,012      Visa, Inc. Class A      2,720,745  
     

 

 

 
        34,143,337  

 

 

 
 

Technology Hardware & Equipment – 2.6%

  
  454,704      Cisco Systems, Inc.      14,232,235  

 

 

 
 

Telecommunication Services – 1.7%

  212,817      CenturyLink, Inc.(a)      5,082,070  
  66,902      T-Mobile US, Inc.*      4,055,599  
     

 

 

 
        9,137,669  

 

 

 

 

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 – 2.5%

  
  205,347      JetBlue Airways Corp.*    $ 4,688,072  
  85,533      Kansas City Southern      8,951,029  
     

 

 

 
        13,639,101  

 

 

 
 

Utilities – 1.2%

  
  107,812      FirstEnergy Corp.      3,143,798  
  52,210      PG&E Corp.      3,465,178  
     

 

 

 
        6,608,976  

 

 

 
  TOTAL COMMON STOCKS   
  (Cost $451,063,719)    $ 529,210,074  

 

 

 
     
Shares      Distribution
Rate
   Value  
  Investment Company(b)(c) – 0.9%  
 

Goldman Sachs Financial Square Government Fund —
Institutional Shares

 
 
  4,730,357     

0.845%

   $ 4,730,357  
  (Cost $4,730,357)   

 

 

 
 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING
REINVESTMENT VEHICLE
 
 
  (Cost $455,794,076)    $ 533,940,431  

 

 

 
     
  Securities Lending Reinvestment Vehicle(b)(c) – 1.1%  
 

Goldman Sachs Financial Square Government Fund —
Institutional Shares

 
 
  6,191,025     

0.845%

   $ 6,191,025  
  (Cost $6,191,025)  

 

 

 
  TOTAL INVESTMENTS – 98.4%   
  (Cost $461,985,101)    $ 540,131,456  

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 1.6%

     8,881,636  

 

 

 
  NET ASSETS – 100.0%    $ 549,013,092  

 

 

 

 

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)   Represents an affiliated issuer.
(c)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.

 

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, 2017 (Unaudited)

 

  
Assets:    

Investments in unaffiliated issuers, at value (cost $451,063,719)(a)

   $ 529,210,074  

Investments in affiliated issuers, at value (cost $4,730,357)

     4,730,357  

Investments in affiliated securities lending reinvestment vehicle, at value (cost $6,191,025)

     6,191,025  

Cash

     8,218,807  

Receivables:

  

Investments sold

     16,726,530  

Fund shares sold

     974,424  

Dividends

     558,985  

Reimbursement from investment adviser

     15,918  

Securities lending income

     2,456  

Other assets

     2,311  
Total assets      566,630,887  
  
  
Liabilities:    

Payables:

  

Investments purchased

     10,699,812  

Payable upon return of securities loaned

     6,191,025  

Management fees

     307,687  

Fund shares redeemed

     210,012  

Distribution and Service fees and Transfer Agency fees

     81,748  

Accrued expenses

     127,511  
Total liabilities      17,617,795  
  
Net Assets:    

Paid-in capital

     394,923,128  

Undistributed net investment income

     5,268,477  

Accumulated net realized gain

     70,675,132  

Net unrealized gain

     78,146,355  
NET ASSETS    $ 549,013,092  

Net Assets:

  

Institutional

   $ 190,691,125  

Service

     358,321,967  

Total Net Assets

   $ 549,013,092  

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

  

Institutional

     17,806,767  

Service

     33,513,095  

Net asset value, offering and redemption price per share:

  

Institutional

     $10.71  

Service

     10.69  

(a) Includes loaned securities having a market value of $6,043,296.

 

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, 2017 (Unaudited)

 

  
Investment income:  

Dividends — unaffiliated issuers (net of foreign taxes withheld of $12,029)

   $ 7,457,792  

Dividends — affiliated issuers

     13,727  

Securities lending income — affiliated issuer

     10,363  
Total investment income      7,481,882  
  
Expenses:    

Management fees

     2,365,670  

Distribution and Service fees — Service Shares

     526,572  

Transfer Agency fees(a)

     63,080  

Printing and mailing costs

     41,007  

Professional fees

     39,659  

Custody, accounting and administrative services

     30,022  

Trustee fees

     8,898  

Other

     13,027  
Total expenses      3,087,935  

Less — expense reductions

     (249,683
Net expenses      2,838,252  
NET INVESTMENT INCOME      4,643,630  
  
Realized and unrealized gain (loss):    

Net realized gain from investments (including commissions recaptured of $33,430)

     79,158,302  

Net change in unrealized loss on investments

     (45,828,173
Net realized and unrealized gain      33,330,129  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 37,973,759  

(a) Institutional and Service Shares incurred Transfer Agency fees of $20,957 and $42,123, 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, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
 
    
From operations:  

Net investment income

   $ 4,643,630     $ 14,542,105  

Net realized gain

     79,158,302       3,065,360  

Net change in unrealized gain (loss)

     (45,828,173     69,964,908  
Net increase in net assets resulting from operations      37,973,759       87,572,373  
    
Distributions to shareholders:        

From net investment income

    

Institutional Shares

           (5,067,653

Service Shares

           (9,637,716

From net realized gains

    

Institutional Shares

           (2,433,036

Service Shares

           (5,324,082
Total distributions to shareholders            (22,462,487
    
From share transactions:        

Proceeds from sales of shares

     14,338,841       46,845,142  

Reinvestment of distributions

           22,462,487  

Cost of shares redeemed

     (278,727,502     (249,588,098
Net decrease in net assets resulting from share transactions      (264,388,661     (180,280,469
TOTAL DECREASE      (226,414,902     (115,170,583
    
Net assets:        

Beginning of period

     775,427,994       890,598,577  

End of period

   $ 549,013,092     $ 775,427,994  
Undistributed net investment income    $ 5,268,477     $ 624,847  

 

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
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)

 

2017 - Institutional

  $ 10.16     $ 0.08     $ 0.47     $ 0.55     $     $     $     $ 10.71       5.41   $ 190,691       0.73 %(d)      0.81 %(d)      1.63 %(d)      54

2017 - Service

    10.16       0.07       0.46       0.53                         10.69       5.22       358,322       0.98 (d)      1.06 (d)      1.39 (d)      54  
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    9.39       0.18       0.91       1.09       (0.22     (0.10     (0.32     10.16       11.55       243,875       0.74       0.81       1.91       130  

2016 - Service

    9.39       0.16       0.90       1.06       (0.19     (0.10     (0.29     10.16       11.25       531,553       0.99       1.06       1.66       130  

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  

 

(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.

 

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, 2017 (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. LLC (formerly 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 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. Investment income is recorded net of any foreign withholding taxes, less any amounts reclaimable. The Fund may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. 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, if any, 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 the 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

 

U.S. GAAP defines the fair value of a financial instrument as 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); the Fund’s policy is to use the market approach. 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 Government Fund (“Underlying Fund”) are valued at the NAV of the 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.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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 classified in the fair value hierarchy as of June 30, 2017:

 

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

Europe

     $ 34,328,162        $        $  

North America

       494,881,912                    
Investment Company        4,730,357                    
Securities Lending Reinvestment Vehicle        6,191,025                    
Total      $ 540,131,456        $        $  

 

(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 the 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, 2017, 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 28, 2018, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2017, GSAM waived $123,140 of its management fee.

The Fund invests in 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

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

 

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

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, 2017, GSAM waived $3,568 of the Fund’s management fee.

B.  Distribution and/or Service (12b-1) Plan — The Trust, on behalf of Service Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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 28, 2018, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, GSAM reimbursed $119,991 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” limitation described above. For the six months ended June 30, 2017, custody fee credits were $2,984.

E.  Line of Credit Facility — As of June 30, 2017, 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. 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, 2017, the Fund did not have any borrowings under the facility.

F.  Other Transactions with Affiliates — For the six months ended June 30, 2017, Goldman Sachs earned $225 in brokerage commissions from portfolio transactions.

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, 2017:

 

Market

Value
12/31/16

   

Purchases

at Cost

   

Proceeds

from Sales

   

Market

Value
6/30/17

    Dividend
Income
 
$ 944     $ 87,095,911     $ (82,366,498   $ 4,730,357     $ 13,727  

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, 2017 were $336,577,715 and $613,792,929, respectively.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

6.     SECURITIES LENDING

 

The Fund may lend its securities through a securities lending agent, the Bank of New York Mellon (“BNYM”), to certain qualified borrowers. 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 Government Fund (“Government Money Market Fund”), an affiliated series of the Trust. The Government 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 a management fee of up to 0.205% on an annualized basis of the average daily net assets of the Government Money Market Fund.

In the event of a default by a borrower with respect to any loan, BNYM may 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 BNYM is unable to purchase replacement securities, BNYM will indemnify the Fund by paying the Fund an amount equal to the market value of the securities loaned minus the value of cash collateral received from the borrower for the loan, subject to an exclusion for any shortfalls resulting from a loss of value in such cash collateral due to reinvestment risk. The amounts of the Fund’s overnight and continuous agreements represent the gross amounts of recognized liabilities for securities lending transactions outstanding as of June 30, 2017 are disclosed as “Payable upon return of securities loaned” on the Statement of Assets and Liabilities.

Both the Fund and BNYM received compensation relating to the lending of the Fund’s securities. The amounts earned, if any, by the Fund for the six months ended June 30, 2017, are reported under Investment Income on the Statement of Operations.

The following table provides information about the Fund’s investment in the Government Money Market Fund for the six months ended June 30, 2017:

 

Market

Value
12/31/2016

    Purchases
at Cost
    Proceeds
from Sales
    Market
Value
6/30/2017
 
$     $ 52,945,676     $ (46,754,651   $ 6,191,025  

7.    TAX INFORMATION

As of June 30, 2017, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 473,653,400  
Gross unrealized gain      86,744,977  
Gross unrealized loss      (20,266,921
Net unrealized security gain    $ 66,478,056  

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

 

 

7.    TAX INFORMATION (continued)

 

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.

8. 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. The imposition of exchange controls, confiscations, trade restrictions (including tariffs) and other government restrictions by the U.S. or other governments, or from problems in share registration, settlement or custody, may also result in losses. 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 — If the Fund invests in foreign securities, the Fund 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 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.

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.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

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 and 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, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      518,783     $ 5,448,891       1,208,095     $ 11,301,985  
Reinvestment of distributions                  732,489       7,500,689  
Shares redeemed      (6,704,324     (70,830,556     (7,742,346     (74,469,762
       (6,185,541     (65,381,665     (5,801,762     (55,667,088
Service Shares         
Shares sold      847,857       8,889,950       3,825,318       35,543,157  
Reinvestment of distributions                  1,461,113       14,961,798  
Shares redeemed      (19,640,249     (207,896,946     (18,016,464     (175,118,336
       (18,792,392     (199,006,996     (12,730,033     (124,613,381
NET DECREASE      (24,977,933   $ (264,388,661     (18,531,795   $ (180,280,469

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

Fund Expenses — Six Month Period Ended June 30, 2017  (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
01/01/17
    Ending
Account Value
06/30/17
    Expenses Paid
for the
6 Months
Ended
06/30/17
*
 
Institutional        
Actual   $ 1,000     $ 1,054.10     $ 3.72  
Hypothetical 5% return     1,000       1,021.17     3.66  
Service        
Actual     1,000       1,052.20       4.99  
Hypothetical 5% return     1,000       1,019.93     4.91  

 

  * 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, 2017. 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 0.73% and 0.98% 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.  

 

21


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, 2018 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 14-15, 2017 (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 four 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 information on 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 levels 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 undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;

 

22


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 administrative 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, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. 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

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE FUND

 

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

 

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 second quartile of the Fund’s peer group for the one- and five-year periods and in the third quartile for the three- and ten-year periods, and had underperformed the Fund’s benchmark index for the one-, three-, five-, and ten-year periods ended March 31, 2017.

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 data 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.

The Trustees noted that the management fee breakpoint schedule was being reduced at all asset levels. In addition, the Trustees considered the Investment Adviser’s undertakings to implement fee waivers and/or expense limitations. 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 Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

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  

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST LARGE CAP VALUE 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 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. LLC (“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 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, 2018.

 

25


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

GOLDMAN SACHS & CO. LLC

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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

© 2017 Goldman Sachs. All rights reserved.

VITLCVSAR-17/102639-TMPL-08/2017-587099/44K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Mid Cap Value Fund

Semi-Annual Report

June 30, 2017

 

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, 2017 (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 4.07% and 3.94%, respectively. These returns compare to the 5.18% cumulative total return of the Fund’s benchmark, the Russell Midcap Value® Index (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 9.34% during the Reporting Period.

As the Reporting Period began in January 2017, U.S. equities rallied to new highs on the prospect of deregulation following executive orders on oil pipelines and on further optimism around infrastructure spending after a $1 trillion proposal from Senate Democrats. Despite political uncertainty and protectionism concerns, U.S. equities continued to rally in February 2017, driven by “risk on” sentiment, or reduced risk aversion, owing to potential U.S. tax reform and deregulation as well as by stronger economic data. In March 2017, the U.S. Federal Reserve (the “Fed”) raised interest rates for the third time since the 2008 global financial crisis, while maintaining projections for three rate hikes this year. However, a seemingly cautious stance on the future path of monetary tightening from Fed Chair Janet Yellen and the presence of a dissenter on the policy committee led to a dovish market reaction. (Dovish tends to suggest lower interest rates; opposite of hawkish.) Political risks subsequently drove U.S. equities lower in the wake of House Republicans’ struggle to schedule a vote on health care. For the month of March 2017, U.S. equities were virtually flat.

U.S. equities fell in April 2017, as Fed minutes suggested stocks were overvalued. However, U.S. equities subsequently rebounded on strong first quarter 2017 earnings results and on receding European political risk following the centrist candidate’s win in the French election. Although the U.S. labor market remained strong, economic activity and inflation data appeared to be moderating during the second quarter of 2017. Core inflation softened to 1.7% year-over-year in May 2017, marking a third consecutive month of weakness, while core personal consumption expenditures remained below the Fed’s 2% target at just 1.4% year-over-year. In addition, market expectations for pro-growth U.S. fiscal policy were dampened by domestic political developments. Nonetheless, the Fed proceeded to raise the targeted federal funds rate by 25 basis points in June 2017, citing ongoing strength in the labor market and a pick-up in household spending and business fixed investment. (A basis point is 1/100th of a percentage point.) The results of the Fed’s 2017 Comprehensive Capital Analysis and Review (“CCAR”) stress test for banks were encouraging, with improving payout ratios. (Payout ratio is the proportion of earnings paid out as dividends to shareholders.)

For the Reporting Period overall, information technology, health care and consumer discretionary were the best performing sectors in the S&P 500 Index by a wide margin. The weakest performing sectors in the S&P 500 Index were energy and telecommunication services, the only two to post negative absolute returns, followed by real estate and financials, which were comparatively weak but generated 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, large-cap stocks, as measured by the Russell 1000® Index, performed best, followed by mid-cap stocks, as measured by the Russell Midcap® Index, and then at some distance by small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, growth-oriented stocks significantly outpaced value-oriented stocks across the capitalization spectrum. (All as measured by the Russell Investments indices.)

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

While the Fund posted solid 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.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Which equity market sectors most significantly affected Fund performance?

Detracting from the Fund’s relative results most was stock selection in the real estate, consumer discretionary and financials sectors. Such detractors were only partially offset by effective stock selection in the health care, information technology and materials sectors, which contributed 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 the Russell Index were positions in global retailer L Brands, grocery-anchored community shopping centers owner Brixmor Property Group and retail shopping centers owner and manager DDR.

L Brands operates primarily through Victoria’s Secret and Bath & Body Works. The majority of its underperformance of the Russell Index during the Reporting Period came after the company lowered its first quarter 2017 and fiscal year earnings guidance. L Brands is the category leader within the lingerie and personal care and beauty markets. The market, however, became increasingly concerned about the company’s outlook, particularly its resilience to declining mall traffic. While we believe restructuring efforts aimed at Victoria’s Secret should eventually result in a stronger core business model, we decided to exit the position and transition the capital to higher conviction investments.

We believe Brixmor Property Group’s underperformance of the Russell Index during the Reporting Period was largely due to market concerns around store closures within the industry, resulting from disappointing retail sales. In our view, these fears are overblown, especially given Brixmor Property Group’s base in high quality grocery-anchored shopping centers. Overall, at the end of the Reporting Period, we remained positive on Brixmor Property Group’s long-term growth potential as well as on the company’s portfolio of assets. In our view, fundamentals in the industry remain healthy, as supply, relative to historical levels, is low and demand continues to be strong. Finally, we were encouraged by its management’s focus on high return redevelopment projects and on improving the company’s balance sheet.

Similarly, we believe the majority of DDR’s weak performance during the Reporting Period can be attributed to market concerns around store closures and retailer bankruptcies within the industry, resulting from disappointing retail sales. Despite DDR’s underperformance of the Russell Index during the Reporting Period, we believe the company’s fundamentals remain healthy and its high quality tenant base provides DDR with an advantage relative to its peers. At the end of the Reporting Period, we maintained a high level of conviction in DDR’s new management team and its extensive experience and deep relationships in the strip mall/power center space.

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

The Fund benefited most relative to the Russell Index from positions in U.S.-based pharmaceutical company Vertex Pharmaceuticals, media company Viacom and technology hardware and equipment firm Viavi Solutions.

Vertex Pharmaceuticals is primarily focused on treatments for cystic fibrosis. The majority of its outperformance of the Russell Index came after the company reported positive test results from one of its next-generation cystic fibrosis pipeline drugs. Its shares also rose after the company reported fourth quarter 2016 earnings that exceeded consensus expectations and issued 2017 guidance. Additionally, Vertex Pharmaceuticals sold its cancer research pipeline for $230 million. Investors viewed this positively given the possibility of royalties on future sales. At the end of the Reporting Period, we believed Vertex Pharmaceuticals would likely continue to expand its reach into the cystic fibrosis market through its next-generation pipeline drugs. In our view, its stock was trading at a compelling valuation, and the company was well insulated relative to its peer group if regulatory changes are made to the broader health care sector. Following the stock’s strong performance, however, we trimmed the Fund’s position to better reflect what we view as its current risk/reward profile.

Viacom is a media company focused on cable television and films. Although its performance was challenged throughout 2016, its stock price significantly strengthened during the Reporting Period, primarily driven by a newly announced strategic realignment led by the company’s new Chief Executive Officer (“CEO”). The realignment of the company includes initiatives designed to promote greater cross-brand collaboration, focus on new growth areas and improve operational efficiency and financial performance. At the end of the Reporting Period, we remained positive on the company due to what we considered to be its attractive valuation, broad network and strong viewership base, which we believe should support stable profitability.

Viavi Solutions is a global leader in both network service enablement and optical security and performance products and solutions. The company provides communication equipment and software that help service providers manage their networks and products that improve the anti-counterfeiting of currencies and bank notes. We had initiated the Fund position in September 2015 after the company announced the spin-off of its optical component business and its intention to improve margins and appoint a new CEO.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

The company appointed Oleg Khaykin as its CEO in February 2016. During the Reporting Period, the company benefited most from its announcement that it had signed a new supply agreement with Apple to provide optical filters for its upcoming iPhone8. At the end of the Reporting Period, we believed Viavi Solutions’ shares remained undervalued and that its CEO would continue to improve the company’s revenue and margin profile and allocate the company’s balance sheet favorably for shareholders.

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?

During the Reporting Period, we initiated a position in Newell Brands, a leading global consumer goods company. We are constructive on the company’s business model and what we view as its management team’s exceptional track record of execution and value creation. We believe Newell Brands was attractively valued at the time of purchase given the strength of its franchise and potential for further realization of cost and growth synergies from its acquisition of Jarden Corporation in 2015.

We established a Fund position in Boston Properties, a fully integrated real estate investment trust and one of the largest owners and developers of Class A office properties in the gateway coastal markets, including Manhattan, Boston, Washington D.C., San Francisco and West Los Angeles. Structurally, we are attracted to these markets, as they tend to have better fundamentals given higher employment growth, greater supply constraints, and consumers with high propensities to consume. Furthermore, we believe these markets are of greater interest to private real estate funds and foreign investors, resulting in potentially above-average asset values. Finally, we are constructive on what we view as the company’s strong balance sheet, long track record of accretive development and industry-leading management team.

Conversely, in addition to those sales already mentioned, we exited the Fund’s position in Textron, a global aerospace, defense, security and advanced technologies industrial conglomerate. We originally initiated a position in the company as we were positive on its management’s restructuring plan, focus on new products and continued integration of acquired businesses. We exited the position as a result of our view that the business jet cycle is at mid-cycle levels with high levels of inventory and that Textron’s stock was priced near its intrinsic value. We do not see a catalyst for the business jet market to improve to prior peak levels, which, in our view, would be the primary driver of further upside in the stock.

We sold the Fund’s position in Symantec, a California-based company that provides security products and solutions to protect small and medium enterprise businesses from advanced threats, malware and other cyber attacks. We had initiated the Fund’s position in Symantec in October 2015 after the company announced the sale of its information management business, Veritas, as well as plans to cut significant costs as it sought to improve operating margins and return excess capital to shareholders. The company merged with Blue Coat Systems in June 2016, strengthening its enterprise business, and appointed a new CEO, Greg Clark, who we believed would unlock value, improve operating margins and allocate capital in a shareholder-friendly manner. We exited the position in June 2017 because we believed the stock had become fairly valued.

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 information technology increased compared to the Russell Index. There were no other notable changes in the Fund’s weightings during the Reporting Period.

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

At the end of June 2017, the Fund had an overweighted position relative to the Russell Index in the information technology sector. On the same date, the Fund had underweighted positions compared to the Russell Index in real estate and utilities and was rather neutrally weighted to the Russell Index in consumer discretionary, industrials, energy, health care, consumer staples, materials, financials and telecommunication services.

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

At the end of the Reporting Period, we were cautiously optimistic with respect to pro-growth policy actions and their ability to spur a more accommodative operating environment. In our view, most companies should benefit from aggressive fiscal policy, including lower taxes and increased spending, and less restrictive regulatory conditions. We were also encouraged by a strong first quarter 2017 earnings reporting season, as sales, margins and earnings all exceeded consensus expectations. Aggregate S&P 500 Index

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

earnings growth of 13.5% on a year-over-year basis represented the strongest rate of growth since 2011. Earnings in most markets across the world surpassed consensus estimates as well. All else being equal, broadening global economic growth should be supportive of a continuation in earnings growth and equity market appreciation. While our return expectations remain relatively muted given what we perceive to be rather full valuations, we still believe U.S. equities are more attractive than most other asset classes and can continue to be driven by earnings growth in the absence of multiple expansion (Multiple expansion is an increase in the price/earnings ratio, or multiple, of a stock or group of stocks.). Additionally, after several years of thematic-driven markets, we were positive at the end of the Reporting Period about lower correlations at the stock level. We believe an active approach will likely continue to benefit in this type of environment.

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 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 is the Standard & Poor’s 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 represent 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, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      13.83      12.20      5.84      8.67    5/01/98
Service      13.51        11.92        5.59        6.84      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 and/or expense limitations) and before waivers (gross of any 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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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 6/30/173,4

 

Holding          % of Net Assets           Line of Business
Huntington Bancshares, Inc.         2.4%        Banks
SunTrust Banks, Inc.         2.1      Banks
Molson Coors Brewing Co. Class B         1.9      Food, Beverage & Tobacco
Ameriprise Financial, Inc.         1.9      Diversified Financials
Stanley Black & Decker, Inc.         1.9      Capital Goods
PG&E Corp.         1.8      Utilities
Vornado Realty Trust         1.8      Real Estate Investment Trust
Newell Brands, Inc.         1.6      Consumer Durables & Apparel
Ball Corp.         1.6      Materials
Laboratory Corp. of America Holdings           1.5        Health Care Equipment & Services

 

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 Government Fund (a securities lending reinvestment vehicle) which represents 2.2% of the Fund’s net assets as of 06/30/2017.

 

6


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS5

As of June 30, 2017

 

 

 

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 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 2.2% of the Fund’s net assets at June 30, 2017.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Schedule of Investments

June 30, 2017 (Unaudited)

 

Shares          
Description
   Value  
  Common Stocks – 97.8%  
 

Banks – 9.2%

  91,132      CIT Group, Inc.    $ 4,438,128  
  311,498      Citizens Financial Group, Inc.      11,114,249  
  570,640      First Horizon National Corp.      9,940,549  
  1,376,522      Huntington Bancshares, Inc.      18,610,577  
  73,774      Signature Bank*      10,588,782  
  294,130      SunTrust Banks, Inc.      16,683,054  
     

 

 

 
        71,375,339  

 

 

 
 

Capital Goods – 8.9%

  
  113,385      AMETEK, Inc.      6,867,730  
  179,926      Jacobs Engineering Group, Inc.      9,786,175  
  46,990      L3 Technologies, Inc.      7,851,089  
  86,234      MSC Industrial Direct Co., Inc. Class A      7,412,675  
  103,196      Stanley Black & Decker, Inc.      14,522,773  
  174,777      Terex Corp.      6,554,138  
  237,381      Trinity Industries, Inc.      6,653,789  
  105,340      Wabtec Corp.      9,638,610  
     

 

 

 
        69,286,979  

 

 

 
 

Consumer Durables & Apparel – 4.7%

  
  195,941      Coach, Inc.      9,275,847  
  12,762      Mohawk Industries, Inc.*      3,084,448  
  233,975      Newell Brands, Inc.      12,545,739  
  47,919      PVH Corp.      5,486,725  
  157,162      Toll Brothers, Inc.      6,209,471  
     

 

 

 
        36,602,230  

 

 

 
 

Consumer Services – 1.1%

  
  270,442      MGM Resorts International      8,462,130  

 

 

 
 

Diversified Financials – 5.9%

  
  115,553      Ameriprise Financial, Inc.      14,708,741  
  227,012      E*TRADE Financial Corp.*      8,633,266  
  559,833      SLM Corp.*      6,438,080  
  214,463      Starwood Property Trust, Inc. (REIT)      4,801,827  
  384,504      Synchrony Financial      11,465,909  
     

 

 

 
        46,047,823  

 

 

 
 

Energy – 8.1%

  
  549,984      Encana Corp.      4,839,859  
  199,004      EQT Corp.      11,659,644  
  105,761      Golar LNG Ltd.      2,353,182  
  333,050      Parsley Energy, Inc. Class A*      9,242,138  
  275,153      Range Resources Corp.      6,375,295  
  189,109      RSP Permian, Inc.*      6,102,547  
  93,785      Tesoro Corp.      8,778,276  
  310,085      Williams Cos., Inc. (The)      9,389,374  
  417,277      WPX Energy, Inc.*      4,030,896  
     

 

 

 
        62,771,211  

 

 

 
 

Food & Staples Retailing – 1.4%

  
  396,283      US Foods Holding Corp.*      10,786,823  

 

 

 
 

Food, Beverage & Tobacco – 1.9%

  
  171,106      Molson Coors Brewing Co. Class B      14,773,292  

 

 

 
  Common Stocks – (continued)
 

Health Care Equipment & Services – 4.9%

  
  135,810      Acadia Healthcare Co., Inc.*(a)    $ 6,706,298  
  110,214      Cardinal Health, Inc.      8,587,875  
  78,002      Laboratory Corp. of America Holdings*      12,023,228  
  87,186      Zimmer Biomet Holdings, Inc.      11,194,682  
     

 

 

 
        38,512,083  

 

 

 
 

Household & Personal Products – 1.0%

  
  103,658      Edgewell Personal Care Co.*      7,880,081  

 

 

 
 

Insurance – 5.6%

  
  116,264      Arch Capital Group Ltd.*      10,846,268  
  191,588      Hartford Financial Services Group, Inc. (The)      10,071,781  
  106,546      Lincoln National Corp.      7,200,379  
  87,089      Progressive Corp. (The)      3,839,754  
  129,966      Unum Group      6,060,315  
  80,253      WR Berkley Corp.      5,551,100  
     

 

 

 
        43,569,597  

 

 

 
 

Materials – 5.9%

  
  288,203      Ball Corp.      12,165,049  
  100,167      Celanese Corp. Series A      9,509,855  
  483,783      Freeport-McMoRan, Inc.*      5,810,234  
  32,160      Martin Marietta Materials, Inc.      7,158,173  
  309,181      Steel Dynamics, Inc.      11,071,771  
     

 

 

 
        45,715,082  

 

 

 
 

Media – 4.4%

  
  212,992      Discovery Communications, Inc. Class A*(a)      5,501,583  
  129,891      DISH Network Corp. Class A*      8,151,959  
  66,188      Liberty Broadband Corp. Class C*      5,741,809  
  187,350      Liberty Media Corp-Liberty Formula One Class C*(a)      6,860,757  
  236,952      Viacom, Inc. Class B      7,954,479  
     

 

 

 
        34,210,587  

 

 

 
 

Pharmaceuticals, Biotechnology & Life Sciences – 2.4%

  45,508      Alexion Pharmaceuticals, Inc.*      5,536,958  
  95,870      BioMarin Pharmaceutical, Inc.*      8,706,914  
  33,770      Vertex Pharmaceuticals, Inc.*      4,351,940  
     

 

 

 
        18,595,812  

 

 

 
 

Real Estate Investment Trust – 12.0%

  
  48,796      Alexandria Real Estate Equities, Inc.      5,878,454  
  95,870      Boston Properties, Inc.      11,793,927  
  393,902      Brixmor Property Group, Inc.      7,042,968  
  72,961      CyrusOne, Inc.      4,067,576  
  870,470      DDR Corp.      7,895,163  
  174,423      Equity Residential      11,482,266  
  38,174      Federal Realty Investment Trust      4,824,812  
  98,798      Mid-America Apartment Communities, Inc.      10,411,333  
  460,565      RLJ Lodging Trust      9,151,427  
  121,775      Taubman Centers, Inc.      7,251,701  

 

 

 

 

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 Trust – (continued)

  
  148,680      Vornado Realty Trust    $ 13,961,052  
     

 

 

 
        93,760,679  

 

 

 
 

Retailing – 1.5%

  
  40,306      Expedia, Inc.      6,003,579  
  182,553      LKQ Corp.*      6,015,121  
     

 

 

 
        12,018,700  

 

 

 
 

Semiconductors & Semiconductor Equipment – 2.9%

  
  659,820      Marvell Technology Group Ltd.      10,900,226  
  94,097      Mellanox Technologies Ltd.*(a)      4,074,400  
  120,805      Qorvo, Inc.*      7,649,373  
     

 

 

 
        22,623,999  

 

 

 
 

Software & Services – 3.3%

  
  89,883      DXC Technology Co.      6,895,824  
  75,043      Fidelity National Information Services, Inc.      6,408,672  
  128,320      GoDaddy, Inc. Class A*      5,443,335  
  65,646      IAC/InterActiveCorp*      6,777,293  
     

 

 

 
        25,525,124  

 

 

 
 

Technology Hardware & Equipment – 2.3%

  
  191,389      Juniper Networks, Inc.      5,335,925  
  225,569      VeriFone Systems, Inc.*      4,082,799  
  422,812      Viavi Solutions, Inc.*      4,452,210  
  44,076      Western Digital Corp.      3,905,134  
     

 

 

 
        17,776,068  

 

 

 
 

Telecommunication Services – 1.1%

  
  364,668      CenturyLink, Inc.(a)      8,708,272  

 

 

 
 

Transportation – 2.3%

  
  484,641      JetBlue Airways Corp.*      11,064,354  
  76,194      Old Dominion Freight Line, Inc.      7,256,717  
     

 

 

 
        18,321,071  

 

 

 
 

Utilities – 7.0%

  
  106,208      Atmos Energy Corp.      8,809,954  
  97,497      Edison International      7,623,290  
  213,884      FirstEnergy Corp.      6,236,858  
  215,866      PG&E Corp.      14,327,026  
  134,755      Pinnacle West Capital Corp.      11,475,736  
  52,480      Sempra Energy      5,917,120  
     

 

 

 
        54,389,984  

 

 

 
  TOTAL COMMON STOCKS  
  (Cost $689,602,828)    $ 761,712,966  

 

 

 
Shares      Distribution
Rate
   Value  
  Investment Company(b)(c) – 1.2%  
 

Goldman Sachs Financial Square Government Fund — 
Institutional Shares


 
  8,971,526     

0.845%

   $ 8,971,526  
  (Cost $8,971,526)   

 

 

 
 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING
REINVESTMENT VEHICLE
 
 
  (Cost $698,574,354)    $ 770,684,492  

 

 

 
     
  Securities Lending Reinvestment Vehicle(b)(c) – 2.2%  
 

Goldman Sachs Financial Square Government Fund — 
Institutional Shares


 
  17,394,641     

0.845%

   $ 17,394,641  
  (Cost $17,394,641)  

 

 

 
  TOTAL INVESTMENTS – 101.2%  
  (Cost $715,968,995)    $ 788,079,133  

 

 

 
 

LIABILITIES IN EXCESS OF
OTHER ASSETS – (1.2)%

     (9,145,499

 

 

 
  NET ASSETS – 100.0%    $ 778,933,634  

 

 

 

 

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)   Represents an affiliated issuer.
(c)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.

 

Investment Abbreviation:
REIT   —Real Estate Investment Trust

 

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, 2017 (Unaudited)

 

  
Assets:  

Investments in unaffiliated issuers, at value (cost $689,602,828)(a)

   $ 761,712,966  

Investments in affiliated issuers, at value (cost $8,971,526)

     8,971,526  

Investments in affiliated securities lending reinvestment vehicle, at value (cost $17,394,641)

     17,394,641  

Cash

     11,389,486  

Receivables:

  

Investments sold

     3,108,177  

Dividends

     1,425,102  

Fund shares sold

     71,537  

Securities lending income

     7,734  

Other assets

     2,402  
Total assets      804,083,571  
  
  
Liabilities:    

Payables:

  

Payable upon return of securities loaned

     17,394,641  

Investments purchased

     6,695,617  

Management fees

     491,097  

Fund shares redeemed

     392,101  

Distribution and Service fees and Transfer Agency fees

     88,888  

Accrued expenses

     87,593  
Total liabilities      25,149,937  
  
  
Net Assets:    

Paid-in capital

     683,359,654  

Undistributed net investment income

     4,042,049  

Accumulated net realized gain

     19,421,793  

Net unrealized gain

     72,110,138  
NET ASSETS    $ 778,933,634  

Net Assets:

  

Institutional

   $ 408,636,302  

Service

     370,297,332  

Total Net Assets

   $ 778,933,634  

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

  

Institutional

     24,195,345  

Service

     21,922,377  

Net asset value, offering and redemption price per share:

  

Institutional

     $16.89  

Service

     16.89  

 

(a) Includes loaned securities having a market value of 16,923,525.

 

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, 2017 (Unaudited)

 

  
Investment income:  

Dividends — unaffiliated issuers (net of foreign taxes withheld of $7,136)

   $ 6,167,220  

Dividends — affiliated issuers

     41,354  

Securities lending income — affiliated issuer

     19,890  
Total investment income      6,228,464  
  
  
Expenses:    

Management fees

     3,158,787  

Distribution and Service fees — Service Shares

     463,258  

Printing and mailing costs

     83,483  

Transfer Agency fees(a)

     78,963  

Custody, accounting and administrative services

     45,855  

Professional fees

     39,614  

Trustee fees

     8,978  

Other

     12,315  
Total expenses      3,891,253  

Less — expense reductions

     (132,728
Net expenses      3,758,525  
NET INVESTMENT INCOME      2,469,939  
  
Realized and unrealized gain (loss):    

Net realized gain from investments (including commissions recaptured of $31,066)

     54,848,506  

Net change in unrealized loss on investments

     (25,755,033
Net realized and unrealized gain      29,093,473  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 31,563,412  

(a) Institutional and Service Shares incurred Transfer Agency fees of $41,905 and $37,058, 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, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
 
    
From operations:  

Net investment income

   $ 2,469,939     $ 7,514,036  

Net realized gain (loss)

     54,848,506       (12,111,930

Net change in unrealized gain (loss)

     (25,755,033     101,468,808  
Net increase in net assets resulting from operations      31,563,412       96,870,914  
    
    
Distributions to shareholders:        

From net investment income

            

Institutional Shares

           (5,637,619

Service Shares

           (4,045,785

From net realized gains

    

Institutional Shares

           (227,729

Service Shares

           (194,596
Total distributions to shareholders            (10,105,729
    
    
From share transactions:        

Proceeds from sales of shares

     13,616,209       139,251,803  

Reinvestment of distributions

           10,105,729  

Cost of shares redeemed

     (74,696,574     (228,675,673
Net decrease in net assets resulting from share transactions      (61,080,365     (79,318,141
TOTAL INCREASE (DECREASE)      (29,516,953     7,447,044  
    
    
Net assets:        

Beginning of period

     808,450,587       801,003,543  

End of period

   $ 778,933,634     $ 808,450,587  
Undistributed net investment income    $ 4,042,049     $ 1,572,110  

 

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)

 

2017 - Institutional

  $ 16.23     $ 0.06     $ 0.60     $ 0.66     $     $     $     $ 16.89       4.07   $ 408,636       0.83 %(d)      0.87 %(d)      0.74 %(d)      63

2017 - Service

    16.25       0.04       0.60       0.64                         16.89       3.94       370,297       1.08 (d)      1.12 (d)      0.50 (d)      63  

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    14.49       0.16       1.80       1.96       (0.21     (0.01     (0.22     16.23       13.49       437,085       0.84       0.87       1.08       149  

2016 - Service

    14.51       0.12       1.81       1.93       (0.18     (0.01     (0.19     16.25       13.24       371,366       1.09       1.12       0.78       149  

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  

 

(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, 2017 (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. LLC (formerly 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 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. Investment income is recorded net of any foreign withholding taxes, less any amounts reclaimable. The Fund may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. 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, if any, 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.

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

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 the Fund as cash payments and are included in net realized gain (loss) from investments on the Statement of Operations.

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

U.S. GAAP defines the fair value of a financial instrument as 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); the Fund’s policy is to use the market approach. 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.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

Money Market Funds — Investments in the Goldman Sachs Financial Square Government Fund (“Underlying Fund”) are valued at the NAV of the 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.

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 classified in the fair value hierarchy as of June 30, 2017:

 

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

Asia

     $ 4,074,400        $ —          $ —    

North America

       757,638,566          —            —    
Investment Company        8,971,526          —            —    
Securities Lending Reinvestment Vehicle        17,394,641          —            —    
Total      $ 788,079,133        $ —          $ —    

 

(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 the 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, 2017, 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 28, 2018, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2017, GSAM waived $118,452 of its management fee.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

The Fund invests in 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, 2017, GSAM waived $10,408 of the Fund’s management fee.

B.  Distribution and/or Service (12b-1) Plan — The Trust, on behalf of Service Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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 0.054%. The Other Expense limitation will remain in place through at least April 28, 2018, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, 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” limitation described above. For the six months ended June 30, 2017, custody fee credits were $3,868.

E.  Line of Credit Facility — As of June 30, 2017, 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. 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, 2017, the Fund did not have any borrowings under the facility.

F.  Other Transactions with Affiliates — For the six months ended June 30, 2017, Goldman Sachs earned $42,918 in brokerage commissions from portfolio transactions.

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, 2017:

 

Market Value
12/31/16
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/17
    Dividend
Income
 
$ 8,285,364     $ 143,607,639     $ (142,921,477   $ 8,971,526     $ 41,354  

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

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, 2017 were $481,620,459 and $538,814,317, respectively.

6.    SECURITIES LENDING

The Fund may lend its securities through a securities lending agent, the Bank of New York Mellon (“BNYM”), to certain qualified borrowers. 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 Government Fund (“Government Money Market Fund”), an affiliated series of the Trust. The Government 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 a management fee of up to 0.205% on an annualized basis of the average daily net assets of the Government Money Market Fund.

In the event of a default by a borrower with respect to any loan, BNYM may 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 BNYM is unable to purchase replacement securities, BNYM will indemnify the Fund by paying the Fund an amount equal to the market value of the securities loaned minus the value of cash collateral received from the borrower for the loan, subject to an exclusion for any shortfalls resulting from a loss of value in such cash collateral due to reinvestment risk. The amounts of the Fund’s overnight and continuous agreements represent the gross amounts of recognized liabilities for securities lending transactions outstanding as of June 30, 2017 are disclosed as “Payable upon return of securities loaned” on the Statement of Assets and Liabilities.

Both the Fund and BNYM received compensation relating to the lending of the Fund’s securities. The amounts earned, if any, by the Fund for the six months ended June 30, 2017, are reported under Investment Income on the Statement of Operations.

The following table provides information about the Fund’s investment in the Government Money Market Fund for the six months ended June 30, 2017:

 

Market Value
12/31/2016
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/2017
 
  $3,827,250     $ 100,155,166     $ (86,587,775   $ 17,394,641  

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

 

 

7.    TAX INFORMATION

 

As of the Fund’s most recent fiscal year end, December 31, 2016, the Fund’s capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

 

Capital loss carryforwards:   

Perpetual short-term

   $ (17,207,278

Perpetual long-term

     (12,844,650
Total capital loss carryforwards    $ (30,051,928
Timing differences (Certain REIT Adjustments)      233,580  

As of June 30, 2017, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $  721,256,537  
Gross unrealized gain      92,919,134  
Gross unrealized loss      (26,096,538
Net unrealized security gain    $ 66,822,596  

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.

8.    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. The imposition of exchange controls, confiscations, trade restrictions (including tariffs) and other government restrictions by the U.S. or other governments, or from problems in share registration, settlement or custody, may also result in losses. 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 — If the Fund invests in foreign securities, the Fund 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.

Geographic Risk — If the Fund focuses its investments in securities of issuers located in a particular country or geographic region, it will subject the Fund, to a greater extent than if its investments were less focused, to the risks of volatile economic cycles and/or conditions and developments that may be particular to that country or region, such as: adverse securities markets; adverse exchange rates; adverse social, political, regulatory, economic, business, environmental or other developments; or natural disasters.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

8.    OTHER RISKS (continued)

 

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 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.

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 and GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

20


11.    SUMMARY OF SHARE TRANSACTIONS

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      452,600     $ 7,569,575       1,446,124     $ 22,058,515  
Reinvestment of distributions                  359,837       5,865,348  
Shares redeemed      (3,187,980     (53,140,954     (11,837,314     (176,540,514
       (2,735,380     (45,571,379     (10,031,353     (148,616,651
Service Shares         
Shares sold      361,713       6,046,634       7,792,442       117,193,288  
Reinvestment of distributions                  259,668       4,240,381  
Shares redeemed      (1,289,453     (21,555,620     (3,499,961     (52,135,159
       (927,740     (15,508,986     4,552,149       69,298,510  
NET DECREASE      (3,663,120   $ (61,080,365     (5,479,204   $ (79,318,141

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

Fund Expenses — Six Month Period Ended June 30, 2017  (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
1/01/17
    Ending
Account Value
06/30/17
   

Expenses Paid

for the
6 Months
Ended
06/30/17
*

 
Institutional        
Actual   $ 1,000     $ 1,040.70     $ 4.20  
Hypothetical 5% return     1,000       1020.68   $ 4.16  
Service        
Actual     1,000     $ 1,039.40     $ 5.46  
Hypothetical 5% return     1,000       1019.44   $ 5.41  

 

  * 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, 2017. 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.  

 

22


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, 2018 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 14-15, 2017 (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 four 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 information on 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;

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

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

 

  (e)   fee and expense information for the Fund, including:
  (i)   the relative management fee and expense levels 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 undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund 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 administrative 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.

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

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

 

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, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. 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 one- and ten-year periods and in the fourth quartile for the three- and five-year periods, and had underperformed the Fund’s benchmark index for the one-, three-, five-, and ten-year periods ended March 31, 2017.

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 data 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.

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

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

 

The Trustees noted that the management fee breakpoint schedule was being reduced at all asset levels. In addition, the Trustees considered the Investment Adviser’s undertakings to implement fee waivers and/or expense limitations. 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 Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

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 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.

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST MID CAP VALUE FUND

 

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

 

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. LLC (“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.

 

27


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, 2018.

 

28


TRUSTEES   OFFICERS

Ashok N. Bakhru, Chairman

Kathryn A. Cassidy

Diana M. Daniels

Herbert J. Markley

James A. McNamara

Jessica Palmer

Roy W. Templin

Gregory G. Weaver

 

James A. McNamara, President

Scott M. McHugh, Treasurer, Senior Vice President and Principal Financial Officer

Joseph F. DiMaria, Assistant Treasurer and Principal Accounting Officer

Caroline L. Kraus, Secretary

GOLDMAN SACHS & CO. LLC

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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

© 2017 Goldman Sachs. All rights reserved.

VITMCVSAR-17/102646-TMPL-08/2017-587236/30K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs Government

Money Market Fund

 

Semi-Annual Report

June 30, 2017

 

LOGO


You could lose money by investing in the Fund. Although the Fund seeks to preserve the value of your investment at $1.00 per share, it cannot guarantee it will do so. An investment in the Fund is not a deposit of the bank and is not insured or guaranteed by the Federal Deposit Insurance Corporation or any other government agency. The Fund’s sponsor has no legal obligation to provide financial support to the Fund, and you should not expect that the sponsor will provide financial support to the Fund at any time.

 

 

 


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

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, 2017 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

The Fund’s Institutional Shares’ standardized 7-day current yield was 0.86% and their standardized 7-day effective yield was 0.87% as of June 30, 2017. The Institutional Shares’ one-month simple average yield was 0.77% as of June 30, 2017. The Institutional Shares’ 7-day distribution yield as of June 30, 2017 was 0.85%.

The Fund’s Service Shares’ standardized 7-day current yield was 0.61% and their standardized 7-day effective yield was 0.62% as of June 30, 2017. The Service Shares’ one-month simple average yield was 0.52% as of June 30, 2017. The Service Shares’ 7-day distribution yield as of June 30, 2017 was 0.60%.

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, but did move higher as the U.S. Federal Reserve (the “Fed”) proceeded to raise the target range of the federal funds rate twice, bringing it to a range of 1.00% to 1.25% by the end of June 2017. In making its two interest rate hikes — one in March 2017 and one in June 2017, the Fed cited ongoing strength in the U.S. labor market and a pick-up in household spending and business fixed investment. The money market yield curve, or spectrum of maturities, flattened, meaning differentials between yields on shorter-term maturities rose more than on longer-term maturities during the Reporting Period. Other significant events that influenced the money markets during the Reporting Period included the Fed’s discussion of balance sheet normalization, the possibility of the European Central Bank (“ECB”) tapering its asset purchases following the French election, and U.K. parliamentary elections.

During the Reporting Period, U.S. economic data surprised to the downside but remained at relatively robust levels. Unemployment declined to 4.3%, which is below the Fed’s estimate of the structural rate, and second quarter 2017 economic growth expectations exceeded 2% on an annualized basis. That said, core personal consumption expenditures remained below the Fed’s 2% target at just 1.4% year-over-year in May 2017, marking the fourth consecutive month of weak data on that front.

Fed Chair Janet Yellen stated that asset valuations look “somewhat rich if you use some traditional metrics like price/earnings ratios.” Fed Vice Chair Stanley Fischer and San Francisco Fed President John Williams also commented on rising valuations in equity and other asset markets. Further, in addition to hiking interest rates twice during the Reporting Period, the Fed released a detailed addendum to its policy statement with specifics around its plan to taper reinvestment of its balance sheet. The plan is set to begin sometime in 2017 with a rundown of no greater than $10 billion a month, divided between mortgage-backed securities and U.S. Treasuries, with the total anticipated to rise steadily over the course of one year.

Additionally, expectations for a tapering announcement from the ECB in September 2017 shifted during the Reporting Period from possible to more than probable. ECB President Mario Draghi provided a rather sanguine outlook for inflation, stating “deflationary forces have been replaced by reflationary ones.” Mr. Draghi also made a cautious reference to a tapering of quantitative easing, saying an adjustment in the central bank’s “policy instruments” alongside the ongoing economic recovery would imply a constant rather than a tighter policy stance. The markets reacted to these comments in a hawkish manner, with the euro appreciating and German government bond yields rising. (A hawkish manner tends to suggest higher interest rates; opposite of dovish.)

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

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. The targeted federal funds rate was gradually increased during the Reporting Period to a range of 1.00% to 1.25%, and, as such, money market yields similarly rose modestly though with little difference between maturities during that time. As mentioned, the money market yield curve, or spectrum of maturities, flattened during the Reporting Period overall, as shorter-term rates rose more than longer-term rates did. The Fund remained highly liquid throughout.

During the first quarter of 2017, better clarity from the Fed around a June 2017 interest rate hike led us to position the Fund accordingly, i.e. by maintaining a short weighted average maturity in the 30 to 45 day range. Our focus was on floating rate and U.S. government agency securities. The LIBOR/OIS spread, or yield differential, tightened, as market participants became increasingly familiar with changes resulting from U.S. money market reform taking effect in 2016. (LIBOR, or the London Inter-Bank Offered Rate, is the interest rate that banks charge each other for short-term unsecured loans. OIS, or the Overnight Indexed Swap, represents the assumed federal funds rate over the course of a certain period. If a commercial bank or a corporation wants to convert from variable to fixed interest payments, or vice versa, it could “swap” interest obligations with a counterparty. The LIBOR/OIS spread is considered a key measure of credit risk within the banking sector.)

In the second quarter of 2017, we mostly maintained the Fund’s weighted average maturity in a range of 29 to 35 days, as yield levels did not offer enough compensation, in our view, to extend maturities on the fixed curve. We continued to focus on U.S. government agency debt when and where we saw what we considered to be attractive opportunities.

As LIBOR’s move slowed, the U.S. Treasury money market continued to offer compelling value, in our view. The U.S. Treasury yield curve steepened ahead of the June 2017 Fed interest rate hike, and so we focused more at that time on the longer end of the money market U.S. Treasury coupon curve. The Fund also retained a sizable allocation to government repurchase agreements, or repo, equivalent to approximately 65% of total net assets at the end of the Reporting Period.

We felt comfortable that the Fund was appropriately positioned given the interest rate environment during the Reporting Period, as we sought to take advantage of anticipated interest rate movements throughout. 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 provide the best possible return within the framework of the Fund’s guidelines and objectives.

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

On December 31, 2016, the Fund’s weighted average maturity was 55 days. During the first quarter of 2017, we targeted a weighted average maturity for the Fund in a 30 to 45 day range. We had a bias in the Fund to move shorter during the first calendar quarter and targeted a 30 to 35 day weighted average maturity range by the end of March 2017. We looked to floating rate and agency securities during the first quarter, which allowed us to manage duration against a more aggressive Fed interest rate hike scenario than we had seen for some time.

During the second quarter of 2017, we targeted a weighted average maturity for the Fund in a 29 to 35 day range, moving down to a weighted average maturity of 26 days by the end of June 2017. The Fund’s weighted average maturity on June 30, 2017 was 27 days. We continued to focus on floating rate securities, agency securities and U.S. Treasuries when and where we saw what we considered to be attractive opportunities. We also looked to extend duration opportunistically later in the Reporting Period. 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?

During the Reporting Period, we managed the weighted average life of the Fund below 120 days. The weighted average life of the Fund was 56 days as of June 30, 2017. 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 that 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 the SEC’s money market fund rule is to reinforce conservative investment practices across the money market fund industry, our security selection process has long emphasized conservative

investment choices.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

How was the Fund invested during the Reporting Period?

The Fund had investments in government agency debt, floating rate securities, U.S. Treasury securities and government agency repurchase agreements during the Reporting Period.

During the first quarter of 2017, our focus remained on floating rate securities and government agency debt. As LIBOR moved tighter, the U.S. Treasury money market curve offered value, in our view, and we expanded our selection of U.S. Treasury securities for the Fund. With yields bounds in a still-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 investments, 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 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. Our duration positioning in the Fund ahead of the June 2017 Fed meeting was particularly positive for the Fund.

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

At the end of the Reporting Period, we expected the Fed to take the lead among global central banks in terms of interest rate hikes and balance sheet normalization. We expect ongoing improvements in the U.S. economy, particularly in the labor market, to warrant one further interest rate hike in 2017, providing financial conditions do not tighten or core inflation improve materially.

Elsewhere, we expect central banks in Europe and Japan to scale back quantitative easing due to scarcity of assets but at the same time to maintain low rates amid subdued inflation outlooks. More specifically, we maintain our expectations for the ECB to reduce its asset purchases beginning in January 2018 and for the central bank to keep its interest rates unchanged for the remainder of this year and next. We see an increased likelihood of the ECB to make a tapering announcement in September 2017, with the implication being potential increases in LIBOR and European rates at the short-term end of its yield curve. We expect monetary policy to remain on hold in the U.K., providing inflation expectations do not rise materially there, and we see little scope for a near-term interest rate hike in Canada given recent weakness in its inflation data.

While we appreciate that policymakers may use speeches and press conferences to shape expectations of future decisions, we believe policymaker comments during the Reporting Period were more balanced than headlines suggested.

Looking ahead, our strategy continues to be flexibly guided by shifting market conditions, positioning the Fund to seek to take advantage of anticipated interest rate movements. At the end of the Reporting Period, we viewed floating rate securities as offering value, and we intend to adjust duration guided by the context of market pricing in relation to our expectations. As always, we intend to 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, 2017 (Unaudited)

 

Principal

Amount

    Interest
Rate
    Maturity
Date
    Amortized
Cost
 
  U.S. Government Agency Obligations – 21.7%  
 

Federal Farm Credit Bank(a)

 
$ 1,000,000       1.170     08/01/17     $ 999,958  
  300,000       1.199     09/15/17       299,997  
 

Federal Home Loan Bank(a)

 
  2,500,000       0.750     07/10/17       2,500,000  
  2,900,000       0.922     07/11/17       2,900,000  
  1,000,000       0.927     07/12/17       1,000,000  
  1,100,000       1.004     07/14/17       1,100,000  
  5,500,000       1.021     07/25/17       5,500,000  
  2,750,000       1.026     07/25/17       2,750,000  
  500,000       1.164     08/21/17       500,000  
  1,000,000       1.156     08/22/17       1,000,000  
  2,500,000       1.170     08/28/17       2,499,960  
  3,500,000       0.962     09/01/17       3,500,000  
  2,000,000       0.983     09/06/17       2,000,000  
  1,350,000       1.007     09/12/17       1,350,000  
  2,500,000       0.878     10/02/17       2,500,000  
  3,000,000       0.888       10/02/17       3,000,000  
  1,500,000       1.004     11/08/17       1,500,000  
  4,700,000       0.989     11/15/17       4,699,989  
  1,600,000       1.002     11/16/17       1,600,000  
  3,400,000       1.039     11/16/17       3,400,000  
  8,000,000       1.039     11/17/17       8,000,000  
  1,500,000       1.057     12/19/17       1,500,000  
  3,000,000       1.201     12/26/17       3,000,000  
  1,400,000       1.078     12/27/17       1,400,000  
  6,300,000       1.012     01/16/18       6,300,000  
  5,500,000       1.044     01/19/18       5,500,000  
  6,800,000       1.051     01/22/18       6,800,000  
  3,400,000       1.051     01/23/18       3,400,000  
  2,000,000       1.051     01/25/18       2,000,000  
  6,000,000       1.051     01/26/18       6,000,000  
  2,000,000       1.066     02/05/18       2,000,000  
  2,000,000       1.032     02/15/18       2,000,000  
  3,000,000       1.022     02/22/18       3,000,000  
  1,800,000       1.039     03/01/18       1,800,618  
  1,430,000       1.076     03/15/18       1,430,000  
  1,430,000       1.080     03/16/18       1,429,949  
  4,000,000       1.069     03/23/18       4,000,000  
  1,700,000       1.064     05/18/18       1,700,000  
  1,300,000       1.069     05/18/18       1,300,000  
  4,000,000       1.219     06/19/18       4,000,000  
  2,710,000       1.232     06/28/18       2,710,000  
  600,000       0.935     07/09/18       599,968  
  800,000       0.936     07/12/18       799,959  
  2,800,000       1.077     07/13/18       2,800,000  
 

Federal Home Loan Bank Discount Note

 
  2,100,000       0.959     09/18/17       2,095,668  
 

Federal Home Loan Mortgage Corporation

 
  3,500,000       1.194 (a)      12/20/17       3,500,000  
  3,000,000       1.125 (a)      01/08/18       3,000,000  
  2,470,000       0.750     01/12/18       2,466,639  
  1,000,000       1.126 (a)      01/12/18       1,000,000  

 

 

 
  U.S. Government Agency Obligations – (continued)  
 

Federal National Mortgage Association

 
$ 1,225,000       1.232 %(a)      07/20/17     $ 1,224,961  
 

Tennessee Valley Authority

 
  3,000,000       5.500     07/18/17       3,006,404  

 

 

 
 
TOTAL U.S. GOVERNMENT AGENCY
OBLIGATIONS
 
 
  $ 134,364,070  

 

 

 
     
  U.S. Treasury Obligations – 12.8%  
 

United States Treasury Bills

 
$ 800,000       0.836     07/27/17     $ 799,526  
  300,000       0.893     09/21/17       299,402  
  375,000       0.914     09/21/17       374,236  
  600,000       1.010     09/28/17       598,532  
  400,000       1.015     09/28/17       399,016  
  400,000       1.031     09/28/17       399,001  
  200,000       1.022     11/09/17       199,272  
  3,700,000       1.037     11/09/17       3,686,334  
  700,000       1.057     11/16/17       697,223  
  100,000       1.063     11/16/17       99,601  
  200,000       1.072     11/16/17       199,195  
  200,000       1.078     11/16/17       199,191  
  100,000       1.083     11/16/17       99,594  
  2,000,000       1.068     11/24/17       1,991,524  
  1,000,000       1.071     11/24/17       995,752  
  1,500,000       1.073     11/24/17       1,493,612  
  17,000,000       1.083     11/30/17       16,923,916  
  8,200,000       1.094     12/07/17       8,161,248  
  200,000       1.114     12/07/17       199,037  
  10,500,000       1.125     12/14/17       10,446,742  
  200,000       1.130     12/14/17       198,981  
  1,500,000       1.135     12/28/17       1,491,675  
 

United States Treasury Floating Rate Note

 
  2,000,000       1.275 (a)     01/31/18       2,003,470  
 

United States Treasury Notes

 
  900,000       0.875     07/15/17       900,003  
  450,000       0.875     08/15/17       450,014  
  11,810,000       4.750     08/15/17       11,868,203  
  1,700,000       0.625     08/31/17       1,699,259  
  1,700,000       0.625     09/30/17       1,698,929  
  100,000       0.750     10/31/17       99,893  
  1,860,000       1.875     10/31/17       1,866,084  
  400,000       0.875     11/15/17       399,674  
  2,300,000       4.250     11/15/17       2,328,539  
  800,000       0.625     11/30/17       798,581  
  200,000       0.875     11/30/17       199,794  
  700,000       2.250     11/30/17       703,635  
  3,300,000       2.625     01/31/18       3,327,917  
  800,000       3.500     02/15/18       812,275  

 

 

 
 
TOTAL U.S. TREASURY
OBLIGATIONS
 
 
  $ 79,108,880  

 

 

 
 
TOTAL INVESTMENTS BEFORE
REPURCHASE AGREEMENTS
 
 
  $ 213,472,950  

 

 

 

 

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, 2017 (Unaudited)

 

Principal

Amount

    Interest
Rate
    Maturity
Date
    Amortized
Cost
 
  Repurchase Agreements(b) – 64.1%  
 

Joint Repurchase Agreement Account III

 
$ 396,300,000       1.106 %     07/03/17     $ 396,300,000  
 

Maturity Value: $396,336,530

   

 

 

 
  TOTAL INVESTMENTS – 98.6%     $ 609,772,950  

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 1.4%

 
 
    8,640,722  

 

 

 
  NET ASSETS – 100.0%     $ 618,413,672  

 

 

 

 

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, 2017.
(b)   Repurchase agreement was entered into on June 30, 2017. 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, 2017, the Fund had undivided interests in the Joint Repurchase Agreement Account III, with a maturity date of July 3, 2017, as follows:

 

Principal Amount      Maturity Value      Collateral Value
    $396,300,000          $ 396,336,530        $ 407,204,898

REPURCHASE AGREEMENTS — At June 30, 2017, 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.        1.080      $ 31,695,736  
Bank of America, N.A.        1.100          23,478,323  
Bank of Nova Scotia (The)        1.120          103,304,620  
BNP Paribas        1.120          35,687,050  
Citigroup Global Markets, Inc.        1.100          30,474,863  
Merrill Lynch, Pierce, Fenner & Smith, Inc.        1.100          16,702,479  
TD Securities USA, LLC        1.120          14,086,993  

Wells Fargo Securities, LLC

       1.100          140,869,936  
TOTAL                 $ 396,300,000  

At June 30, 2017, the Joint Repurchase Agreement Account III was fully collateralized by:

 

Issuer     

Interest

Rates

      

Maturity

Dates

 
Federal Farm Credit Bank        1.124 to 5.500        12/08/17 to 10/22/35  
Federal Home Loan Bank        0.000 to 2.840          08/11/17 to 03/27/24  
Federal Home Loan Mortgage Corp.        0.000 to 7.500          01/17/20 to 06/01/47  
Federal National Mortgage Association        0.875 to 8.000          05/21/18 to 06/01/53  
Government National Mortgage Association        2.500 to 8.500          06/15/18 to 06/20/47  
U.S. Treasury Bills        0.000          07/13/17 to 04/26/18  
U.S. Treasury Bonds        2.250 to 8.875          02/15/19 to 02/15/47  
U.S. Treasury Inflation-Indexed Bonds        0.625 to 2.125          02/15/41 to 02/15/45  
U.S. Treasury Inflation-Indexed Notes        0.125 to 1.875          07/15/19 to 07/15/25  
U.S. Treasury Interest-Only Stripped Securities        0.000          08/15/17 to 11/15/30  
U.S. Treasury Notes        0.625 to 4.750          08/15/17 to 05/15/27  
U.S. Treasury Principal-Only Stripped Security        0.000          05/15/41  

 

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, 2017 (Unaudited)

 

  
Assets:    

Investments based on amortized cost

   $ 213,472,950  

Repurchase agreements based on amortized cost

     396,300,000  

Cash

     91,479  

Receivables:

  

Fund shares sold

     8,525,467  

Interest

     472,085  

Reimbursement from investment adviser

     14,012  

Other assets

     1,709  
Total assets      618,877,702  
  
  
Liabilities:    

Payables:

  

Fund shares redeemed

     226,015  

Distribution and Service fees and Transfer Agency fees

     84,613  

Management fees

     79,165  

Accrued expenses

     74,237  
Total liabilities      464,030  
  
  
Net Assets:    

Paid-in capital

     618,431,156  

Undistributed net investment income

     6,947  

Accumulated net realized loss

     (24,431
NET ASSETS    $ 618,413,672  

Net asset value, offering and redemption price per share

   $ 1.00  

Net Assets:

  

Institutional Shares

   $ 246,859,314  

Service Shares

     371,554,358  

Total Net Assets

   $ 618,413,672  

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

  

Institutional Shares

     246,866,138  

Service Shares

     371,564,999  

 

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, 2017 (Unaudited)

 

  
Investment income:    

Interest

   $ 2,309,565  
  
  
Expenses:    

Management fees

     612,900  

Distribution and Service fees — Service Shares

     451,779  

Transfer Agency fees(a)

     59,795  

Professional fees

     49,474  

Printing and mailing costs

     35,783  

Custody, accounting and administrative services

     25,680  

Trustee fees

     6,106  

Other

     4,291  
Total expenses      1,245,808  

Less — expense reductions

     (243,945
Net expenses      1,001,863  
NET INVESTMENT INCOME      1,307,702  
NET REALIZED LOSS FROM INVESTMENT TRANSACTIONS      (23,142
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 1,284,560  

(a) Institutional and Service Shares incurred Transfer Agency fees of $23,653 and $36,142, 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, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
 
    
From operations:    

Net investment income

   $ 1,307,702     $ 297,342  

Net realized gain (loss) from investment transactions

     (23,142     45,052  
Net increase in net assets resulting from operations      1,284,560       342,394  
    
    
Distributions to shareholders:        

From net investment income:

    

Institutional Shares

     (695,708     (193,798

Service Shares

     (605,047     (103,544

From net realized gains:

    

Institutional Shares

           (5,258

Service Shares

           (42,567
Total distributions to shareholders      (1,300,755     (345,167
    
    
From share transactions (at $1.00 per share):        

Proceeds from sales of shares

     206,878,113       542,052,079  

Reinvestment of distributions

     1,300,755       345,167  

Cost of shares redeemed

     (172,315,587     (289,172,490
Net increase in net assets resulting from share transactions      35,863,281       253,224,756  
TOTAL INCREASE      35,847,086       253,221,983  
    
    
Net assets:        

Beginning of period

     582,566,586       329,344,603  

End of period

   $ 618,413,672     $ 582,566,586  
Undistributed net investment income    $ 6,947     $  

 

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

 

          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(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)

 

2017 - Institutional

  $ 1.00     $ 0.003     $ (— )(d)    $ 0.003     $ (0.003   $     $ (0.003   $ 1.00       0.29   $ 246,859       0.18 %(e)      0.27 %(e)      0.59 %(e) 

2017 - Service

    1.00       0.002       (— )(d)      0.002       (0.002           (0.002     1.00       0.17       371,555       0.43 (e)      0.52 (e)      0.34 (e) 

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    1.00       0.003       (d)      0.003       (0.003     (d)      (0.003     1.00       0.29       206,987       0.19       0.30       0.31  

2016 - Service

    1.00       (d)      (d)      (d)      (d)      (d)      (d)      1.00       0.04       375,580       0.44       0.55       0.03  

2015 - Institutional

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

2015 - Service

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

2014 - Institutional

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

2014 - Service

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

2013 - Institutional (g)

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

2013 - Service

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

2012 - Service

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

 

(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. Total returns for periods less than one full year are not annualized.
(d) Amount is less than $0.0005 per share.
(e) Annualized.
(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, 2017 (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 (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. LLC (formerly, 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 for valuing portfolio securities. The amortized-cost method of valuation involves valuing a security at its cost and thereafter applying a constant amortization to maturity of any discount or premium. Normally, a security’s amortized cost will approximate its market value. Under procedures and tolerances approved by the Board of Trustees (“Trustees”), GSAM evaluates daily the difference between the Fund’s net asset value (“NAV”) per share using the amortized costs of its portfolio securities and the Fund’s NAV per share using market-based values of its portfolio securities. The market-based value of a portfolio security is determined, where readily available, on the basis of market quotations provided by pricing services or securities dealers, or, where accurate market quotations are not readily available, on the basis of the security’s fair value as determined in accordance with Valuation Procedures approved by the Trustees. The pricing services may use valuation models or matrix pricing, which may consider (among other things): (i) yield or price with respect to debt securities that are considered comparable in characteristics such as rating, interest rate and maturity date or (ii) quotations from securities dealers to determine current value.

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.

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.

 

12


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

 

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

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 the 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, the 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 the 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

U.S. GAAP defines the fair value of a financial instrument as 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); the Fund’s policy is to use the market approach. 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;

 

13


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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 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 (including both the 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 Valuation Procedures.

As of June 30, 2017, all investments are classified as Level 2 of the fair value hierarchy. 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 28, 2018, 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, 2017, GSAM waived $134,548 of its management fee pursuant to the contractual management fee waiver.

B.  Distribution and/or Service (12b-1) Plan — The Trust, on behalf of Service Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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 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 transfer agency fees and expenses, taxes, interest, brokerage fees, shareholder meetings, 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 April 28, 2018, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, GSAM reimbursed $109,375 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” limitation described above.

E.  Contractual and Net Fund Expenses — During the six months ended June 30, 2017, GSAM as the investment adviser, and Goldman Sachs, as distributor and transfer agent, voluntarily agreed to waive a portion of management fees, distribution and

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

 

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

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, 2017
*
    Contractual rate,
if any
    Ratio of net expenses to
average net assets
for the six months ended
June 30, 2017
*
 
Management Fee      0.205     0.160     0.205     0.160
Distribution and Service Fees      N/A       N/A       0.25       0.25  
Transfer Agency Fees      0.02       0.02       0.02       0.02  
Other Expenses            0.00 (a)            0.00 (a) 
Net Expenses              0.18             0.43

 

* 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, 2017, Goldman Sachs waived $134,548, $7 and $15 in 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, 2017, there were no purchase and sale transactions for the Fund with affiliated funds in compliance with Rule 17a-7 under the Act.

G.  Line of Credit Facility — As of June 30, 2017, 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. 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, 2017, 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. 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. These transactions 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.

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

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

5.    OTHER RISKS (continued)

 

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 the Fund’s investments. Fluctuations in interest rates may also affect the liquidity of fixed income securities and instruments held by the Fund.

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 and GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

8.    SUMMARY OF SHARE TRANSACTIONS

Share activity is as follows:

 

      For the Six Months Ended
June 30, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
Institutional Shares     
Shares sold      107,245,365       273,054,154  
Reinvestment of distributions      695,708       199,056  
Shares redeemed      (68,062,016     (67,408,741
       39,879,057       205,844,469  
Service Shares     
Shares sold      99,632,748       268,997,925  
Reinvestment of distributions      605,047       146,111  
Shares redeemed      (104,253,571     (221,763,749
       (4,015,776     47,380,287  
NET INCREASE IN SHARES      35,863,281       253,224,756  

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

Fund Expenses — Six Month Period Ended June 30, 2017 (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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
1/1/17
    Ending
Account Value
6/30/17
    Expenses Paid
for the
6 Months
Ended
6/30/17
*
 
Institutional Shares        
Actual   $ 1,000.00     $ 1,002.91     $ 0.91  
Hypothetical 5% return   $ 1,000.00       1,023.88   $ 0.92  
Service Shares        
Actual   $ 1,000.00     $ 1,001.67     $ 2.15  
Hypothetical 5% return   $ 1,000.00       1,022.64   $ 2.18  

 

  * 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, 2017. 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 0.18% and 0.43% 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.  

 

17


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 (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, 2018 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 14-15, 2017 (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 four 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 information on 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 levels 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 undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET 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, 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 administrative 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.

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, 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.

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.

 

19


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 policies and strategies. They considered that the Investment Adviser had expended substantial resources to respond to amendments to the regulatory framework for money market funds. They noted that the Fund had implemented the final set of reforms as of October 11, 2016. They considered that the Fund had operated in a challenging yield environment since 2009 (although yields had begun to improve as a result of recent actions by the Federal Reserve), and that the Investment Adviser had been able to maintain a positive yield to meet the demand of the Fund’s investors, in many instances as the result of voluntary fee waivers and expense reimbursements. The Trustees also considered that the Fund had maintained a stable net asset value. In light of these considerations, the Trustees believed that the Fund was providing investment performance within a competitive range for investors.

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 data 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 undertakings to implement fee waivers and/or expense limitations. 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 had expended substantial resources to respond to amendments to the regulatory framework for money market funds. They noted that the Fund had implemented the final set of reforms as of October 11, 2016. 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 Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

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

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST GOVERNMENT MONEY MARKET FUND

 

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

 

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.

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. LLC (“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 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, 2018.

 

21


TRUSTEES

Ashok N. Bakhru, Chairman

Kathryn A. Cassidy

Diana M. Daniels

Herbert J. Markley

James A. McNamara

Jessica Palmer

Roy W. Templin

Gregory G. Weaver

 

OFFICERS

James A. McNamara, President

Scott M. McHugh, Treasurer, Senior Vice President and Principal Financial Officer

Joseph F. DiMaria, Assistant Treasuer

and Principal Accounting Officer

Caroline L. Kraus, Secretary

GOLDMAN SACHS & CO. LLC

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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC 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 Government Money Market Fund.

© 2017 Goldman Sachs. All rights reserved.

VITMMSAR-17/100736-TMPL-08/2017-585397/9074


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Multi-Strategy

Alternatives Portfolio

Semi-Annual Report

June 30, 2017

 

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, 2017 (the “Reporting Period”).

How did the Portfolio perform during the Reporting Period?

During the Reporting Period, the Portfolio’s Institutional, Service and Advisor Shares generated cumulative total returns of 3.30%, 3.18% and 3.08%, respectively. These returns compare to the 0.49% cumulative total return of the Portfolio’s benchmark, the BofA Merrill Lynch U.S. Dollar 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?

The first half of the Reporting Period witnessed the continuation of a broad risk-on rally, which had started following the U.S. elections in November 2016. The rally was further supported by a stream of better than consensus expected U.S. economic data, reflected in non-farm payroll numbers, purchasing managers’ indices, and consumer- and producer-sentiment gauges — all of which reinforced opinions about a more positive macroeconomic picture. In addition, the U.S. inflation rate rose higher than the Federal Reserve’s (“Fed”) stated 2.0% target. These factors, along with positive survey data, led Fed policymakers, who had previously raised short-term interest rates in December 2016, to guide market expectations toward another rate hike in March 2017. As a result, the March interest rate increase caused minimal market disruption. Fed officials also said that several interest rate hikes could occur during 2017, and the minutes from the Fed’s March policy meeting indicated that balance sheet normalization might begin by the end of the calendar year. However, economic data at the end of the first quarter of 2017 failed to keep up with lofty survey data. Additionally, the U.S. Administration was unsuccessful in its first attempt to pass a health care bill, raising concern about its ability to enact legislation related to taxes and infrastructure. In this environment, global stocks gave up some of their gains, with cyclical stocks generally underperforming defensive stocks. Yields fell, driving a rally in the U.S. Treasury market, and the U.S. dollar weakened. Sharp rallies followed in emerging markets assets, particularly emerging markets currencies. In Europe, optimism about the European Central Bank’s (“ECB”) tapering of its asset purchases, as well as positive purchasing managers’ data, was well received by investors, who nevertheless remained cautious given political uncertainties surrounding the presidential election in France.

Heading into the second half of the Reporting Period, investor sentiment remained pro-risk, driven by the outcome of the French election, broadly improving global economic growth and robust corporate earnings reports. In France, the victory of the centrist candidate was viewed as positive by many market participants, leading to strong rallies in European equities and the euro. In the U.S., Fed policymakers noted that the fundamentals underpinning consumption growth remained solid despite data showing lackluster first quarter 2017 economic growth. Political risks centering on the U.S. Administration and the speed of its pro-growth agenda led to increased U.S. equity market volatility. Commodities, specifically crude oil, struggled due to oversupply concerns even though the Organization of the Petroleum Exporting Countries (“OPEC”) announced extended output cuts. Near the end of the Reporting Period, a flurry of central bank comments, as well as a Fed interest rate hike in June 2017, signaled a hawkish shift, causing longer-term interest rates to rise. (Hawkish tends to imply higher interest rates; opposite of dovish.) The weaker U.S. dollar, easier financial conditions and a more stable macro environment pushed emerging markets assets higher, led by Chinese equities.

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: long-term strategic asset allocation to market exposures, short-term tactical allocation and excess returns from investments in underlying funds. Strategic asset allocation is the process by which the Portfolio’s assets are allocated across underlying asset classes and strategies in a way that considers the risks of each underlying asset class and strategy. The short-term tactical allocation is the implementation of tactical market views with the goal of improving the Portfolio’s risk-adjusted return. (The risk-adjusted return on an investment takes into account the risk associated with that investment relative to other potential investments.)

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

During the Reporting Period, the Portfolio outperformed relative to its benchmark because of strategic asset allocation. Short-term tactical asset allocation and security selection within the Portfolio’s underlying funds detracted from its results.

Strategic asset allocation contributed positively to the Portfolio’s performance during the Reporting Period. Allocations to specific liquid alternatives strategies added to returns, with the Portfolio’s short volatility selling strategy and hedge fund replication strategy proving particularly beneficial to performance. Allocations to emerging markets debt and international real estate securities further bolstered returns.

Short-term tactical positioning detracted from the Portfolio’s performance during the Reporting Period. These results were largely driven by the Portfolio’s tactical steepening position on the U.S. Treasury yield curve, which hurt returns as short-term rates rose and longer-term rates fell, causing the yield curve to flatten instead of steepen. (A steepening yield curve is one wherein the differential in yields between longer-term and shorter-term maturities widens; opposite of flattening. Yield curve is a spectrum of maturities.) A tactical long position in emerging markets equities versus developed markets equities helped mitigate the Portfolio’s losses, given that emerging markets equities (as measured by the MSCI Emerging Markets Index) were up more than 18% and developed markets equities (as measured by the MSCI World Index) were up approximately 11%.

After accounting for their market exposures, overall security selection within underlying funds detracted from the Portfolio’s performance during the Reporting Period. The Goldman Sachs Long Short Credit Strategies Fund and the Goldman Sachs Long Short Fund, which are each benchmarked to the LIBOR Index, underperformed their market exposures most. The Goldman Sachs Strategic Income Fund, which is also benchmarked to the LIBOR Index, marginally outpaced its market exposure. The Goldman Sachs Dynamic Emerging Markets Debt Fund outperformed its benchmark index the most.

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 76.1% in liquid alternative strategies, 11.4% in real assets and 1.4% 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 11.1% 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?

At the beginning of the Reporting Period, we increased the Portfolio’s already short duration position through a steepening position at the front, or short-term, end of the U.S. yield curve. (Duration is a measure of the Portfolio’s sensitivity to changes in interest rates.) In our view, U.S. economic fundamentals were positive, with inflation data firming and the labor market at what is considered by the government to be full employment, and we thought the market was underpricing the pace at which the Fed would raise interest rates. We further increased this steepening position in the middle of the Reporting Period. In our view, continued strong economic data suggested a higher risk of an abrupt rise in yields.

In addition, over the course of the Reporting Period, we modulated the Portfolio’s strategic exposures. At the beginning of the Reporting Period, we underweighted the short volatility selling strategy, which would profit if the CBOE Volatility Index® (“VIX®”) fell or would take a loss if it rose. The VIX® was at a historical low when the Reporting Period started, a situation we did not expect to continue, as we believed volatility could suddenly spike on political uncertainty and in response to news about a possible Fed rate hike. Once we thought these risks had passed, we eliminated the Portfolio’s underweight to the short volatility selling strategy. Shortly thereafter, we took profits on a long position in emerging markets debt, which the Portfolio had held since July 2016, as it reached our price target and we believed near-term risks were skewed to the downside.

During the Reporting Period, we continued to manage the Portfolio’s tactical country and sector-level relative value positions. We increased the size of the Portfolio’s long tactical position in Singapore equities versus its short tactical position in global equities broadly. Short-term technical (or supply and demand) conditions looked favorable, momentum remained positive, and we believed Singapore equities would continue to outperform in the near term. In the middle of the Reporting Period, after the significant appreciation of Singapore equities, we reduced the Portfolio’s long tactical position by approximately half. Additionally, during the Reporting Period, the Portfolio maintained a long tactical position in large-cap U.S. banks versus a short tactical position in

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

large-cap U.S. stocks broadly. We believed the environment was one of higher economic growth and inflation, which could, in our view, lead to higher equity prices and higher yields. Overall, we thought the environment would be particularly advantageous for U.S. banks. Also, in our view, banks are potentially one of the largest beneficiaries of potential U.S. fiscal policy initiatives, such as tax reform, reduced regulation and infrastructure spending. In addition, during the Reporting Period, we took profits on the Portfolio’s tactical long position in Spanish equities versus European equities (initiated in August 2016) because our investment thesis had played out as expected. Although we decided to exit the position, we remained positive on European and Spanish economic growth, believing that relative value opportunities could be better captured through positioning in developed markets beyond Spain. At the same time, we initiated a long tactical position in Spanish equities versus Australian equities, as we expect the Spanish economy to continue firming and believe the Australia economy is decelerating due to its trade connections with China as well as other idiosyncratic factors.

Within currencies, the Portfolio continued to hold a strategic allocation to a basket of international currencies, which we tactically managed during the Reporting Period. We used this basket as we sought to take advantage of the monetary and inflationary environment across developed and emerging market countries. It was also used to express our views on issues such as slowing economic growth in China, economic developments in other emerging market countries and commodity prices.

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 61.9% in liquid alternative strategies, 27.9% in real assets and 7.6% in cash. The Portfolio had 2.7% 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 developed and emerging markets equities. The Portfolio employed equity index futures to replicate exposures to U.S. large-cap equities (negative impact), U.K. large-cap equities versus U.K. domestically focused equities (negative impact), and European equities (negative impact, though Spanish equity exposure contributed positively). Additionally, the Portfolio used equity index futures to gain tactical exposure to Indian equities (positive impact), Australian equities (positive impact), Spanish equities (positive impact), and Chinese offshore-listed equities versus Chinese onshore-listed equities (negative impact). The Portfolio also used emerging markets equity index futures to partially hedge the beta associated with investing in emerging markets stocks, thus isolating active security selection. In addition, toward the end of the Reporting Period, emerging markets equity index futures were used to gain exposure to emerging markets equities after we took profits on a long position in emerging markets stocks, thereby eliminating them from the Portfolio. These futures contributed positively to 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.) Within fixed income, the Portfolio used interest rate futures to take views on the U.S. Treasury yield curve (negative impact). In addition, during the Reporting Period, the Portfolio employed foreign exchange forwards to go long and short select developed and emerging markets currencies within a tactical basket of currencies. The use of foreign exchange forwards 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?

At the end of the Reporting Period, we expected the global economy to continue expanding during the second half of 2017, improving on the progress it made in 2016. We believed the markets were underestimating the pace of Fed interest rate hikes, given that the U.S. labor market was near full employment when the Reporting Period ended. Although we did not see a pickup in inflation during the Reporting Period, we expected the lower than consensus expected inflation numbers to be temporary as they were not consistent with U.S. economic data, in our view.

With regard to equities, we believe returns may be limited but positive in the near term, given the supportive investment environment and the appreciation in stock prices during the Reporting Period. As for fixed income, we are bearish on government bonds and believe we could see temporary selloffs in riskier asset classes, driven by inflation scares. At the end of the Reporting Period, we generally preferred corporate credit over government bonds, though the compression in spreads during the Reporting Period had made corporate credit less attractive than earlier in 2017. (Spreads are yield differentials between bonds of comparable maturity.) As for emerging markets assets versus developed markets assets, we remain more constructive on emerging markets assets given what we consider to be their attractive relative valuations and because we believe emerging markets growth has room to rebound.

 

3


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. It is not possible to invest in an unmanaged index.
    The MSCI World Index represents large- and mid-cap equity performance across 23 developed markets countries, covering approximately 85% of the free float-adjusted market capitalization in each. This index offers a broad global equity benchmark, without emerging markets exposure. It is not possible to invest in an unmanaged index.
    The MSCI Emerging Markets Index captures large- and mid-cap representation across 24 emerging markets countries. The index covers approximately 85% of the free float-adjusted market capitalization in each country. It is not possible to invest in an unmanaged index.
    The CBOE Volatility Index® (VIX®) is a key measure of market expectations of near-term volatility conveyed by S&P 500® Index option prices. Since its introduction in 1993, VIX® has been considered by many to be the world’s premier barometer of investor sentiment and market volatility. It is not possible to invest in an unmanaged index.
    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. It is not possible to invest in an unmanaged index.

 

4


FUND BASICS

 

Multi-Strategy Alternatives Portfolio

as of June 30, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Since Inception      Inception Date
Institutional      5.45      -0.48    4/25/14
Service      5.19        -0.73      4/25/14
Advisor      5.10        -0.84      4/25/14

 

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        1.27      3.42
Service        1.52        3.02  
Advisor        1.67        3.63  

 

2  The expense ratios of the Portfolio, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any fee waivers and/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 in this report. Pursuant to a contractual arrangement, the Portfolio’s fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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.

 

5


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 exchange traded fund (“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 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.

 

6


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Schedule of Investments

June 30, 2017 (Unaudited)

 

Shares

     Description    Value  
  Underlying Funds(a) – 89.5%  
 

Equity – 28.2%

 
  192,057      Goldman Sachs Absolute Return Tracker Fund    $ 1,832,227  
  93,264      Goldman Sachs Emerging Markets Equity Insights Fund      900,000  
  91,182      Goldman Sachs Long Short Fund      783,256  
  24,692      Goldman Sachs Real Estate Securities Fund      460,005  
     

 

 

 
        3,975,488  

 

 

 
 

Fixed Income – 61.3%

 
  332,632      Goldman Sachs Long Short Credit Strategies Fund      3,166,657  
  120,837      Goldman Sachs Emerging Markets Debt Fund      1,560,000  
  125,295      Goldman Sachs Strategic Income Fund      1,211,601  
  139,818      Goldman Sachs High Yield Fund      920,000  
  99,300      Goldman Sachs Strategic Macro Fund      875,823  
  76,900      Goldman Sachs Managed Futures Strategy Fund      790,531  
  10,917      Goldman Sachs High Yield Floating Rate Fund      106,000  
     

 

 

 
        8,630,612  

 

 

 
 
TOTAL UNDERLYING FUNDS
(INSTITUTIONAL SHARES)
  
  (Cost $12,596,459)    $ 12,606,100  

 

 

 
     
  Exchange Traded Funds – 1.1%  
  646      ProShares Short VIX Short-Term Futures Fund(b)    $ 104,181  
  1,171      SPDR S&P Bank Fund      50,962  

 

 

 
  TOTAL EXCHANGE TRADED FUNDS   
  (Cost $75,279)    $ 155,143  

 

 

 

 

Shares    Distribution
Rate
     Value  
Investment Company(a)(c) – 10.0%  

Goldman Sachs Financial Square Government Fund — Institutional Shares

 

1,409,488      0.845    $ 1,409,488  
(Cost $1,409,488)     

 

 

 

Contracts   Strike
Price
    Expiration
Date
    Value  
Options Purchased – 1.6%  

Eurodollar Call Option

 
64   $ 98.125       09/18/17     $ 83,200  
43     97.875       12/18/17       69,875  
20     97.500       03/19/18       47,000  
205     99.000       12/17/18       8,969  
154     99.000       03/18/19       10,587  
86     99.000       06/17/19       7,525  

 

 
TOTAL OPTIONS PURCHASED  
(Cost $240,496)       $ 227,156  

 

 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING REINVESTMENT VEHICLE    
(Cost $14,321,722)       $ 14,397,887  

 

 

 

Shares    Distribution
Rate
     Value  
Securities Lending Reinvestment Vehicle(a)(c) – 0.8%  

Goldman Sachs Financial Square Government Fund — Institutional Shares

 

113,225      0.845    $ 113,225  
(Cost $113,225)     

 

 
TOTAL INVESTMENTS – 103.0%  
(Cost $14,434,947)      $ 14,511,112  

 

 

LIABILITIES IN EXCESS OF OTHER ASSETS – (3.0)%

 

     (420,837

 

 
NET ASSETS – 100.0%      $ 14,090,275  

 

 

 

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)   All or a portion of security is on loan.
(c)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Schedule of Investments (continued)

June 30, 2017 (Unaudited)

 

 

Investment Abbreviation:
SPDR   —Standard and Poor’s Depositary Receipts
Currency Abbreviations:
BRL   —Brazilian Real
CHF   —Swiss Franc
COP   —Colombian Peso
CZK   —Czech Koruna
EUR   —Euro
GBP   —British Pound
HUF   —Hungarian Forint
IDR   —Indonesian Rupiah
INR   —Indian Rupee
JPY   —Japanese Yen
KRW   —South Korean Won
NOK   —Norwegian Krone
PHP   —Philippines peso
RUB   —Russian Ruble
SEK   —Swedish Krona
THB   —Thailand Baht
TRY   —Turkish Lira
TWD   —Taiwan Dollar
USD   —United States Dollar

 

ADDITIONAL INVESTMENT INFORMATION

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS — At June 30, 2017, 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
 

Morgan Stanley Co., Inc.

   BRL 200,000      USD 59,563        08/02/17      $ 60,370      $ 807  
   CZK 2,400,000      USD 103,189        09/20/17        105,483        2,294  
   EUR 60,000      USD 67,234        09/20/17        68,813        1,579  
   NOK 550,000      USD 64,845        09/20/17        65,979        1,134  
   SEK 1,275,000      USD 147,370        09/20/17        152,016        4,646  
   TRY 220,000      USD 60,252        09/20/17        61,147        895  
   USD 58,220      COP 176,000,000        09/20/17        57,159        1,061  
   USD 191,403      JPY 21,000,000        09/20/17        187,348        4,055  
   USD 62,642      KRW 70,000,000        09/20/17        61,194        1,448  
     USD 80,120      TWD 2,400,000        09/20/17        78,949        1,171  
TOTAL                                        $ 19,090  

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 

Morgan Stanley Co., Inc.

   BRL 200,000      USD 60,514        07/05/17      $ 60,370      $ (144
   COP 176,000,000      USD 59,859        09/20/17        57,160        (2,699
   IDR 2,520,000,000      USD 187,962        09/20/17        187,455        (507
   INR 8,000,000      USD 122,992        09/20/17        122,711        (281
   PHP 4,000,000      USD 80,322        09/20/17        78,728        (1,594
   RUB 3,750,000      USD 64,647        09/20/17        62,551        (2,096
   USD 59,916      BRL 200,000        07/05/17        60,370        (454
   USD 125,081      CHF 120,000        09/20/17        125,773        (692
   USD 192,004      EUR 170,000        09/20/17        194,969        (2,965
   USD 63,860      GBP 50,000        09/20/17        65,280        (1,420
   USD 87,797      HUF  24,000,000        09/20/17        89,047        (1,250
     USD 88,116      THB 3,000,000        09/20/17        88,317        (201
TOTAL                                        $ (14,303

FUTURES CONTRACTS — At June 30, 2017, the Portfolio had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
       Current
Value
       Unrealized
Gain (Loss)
 
90 Day Eurodollar        52          December 2017        $ 12,808,250        $ 6,755  
90 Day Eurodollar        (52        March 2020          (12,728,300        (34,583
EURO STOXX 50 Index        1          September 2017          39,187          (1,339
Euro-Buxl        (5        September 2017          (933,822        (349
FTSE 250 Index        (2        September 2017          (100,085        2,073  
FTSE China A50 Index        (8        July 2017          (90,900        (641
H-Shares Index        1          July 2017          65,290          (170
IBEX 35 Index        1          July 2017          118,851          (4,021
MSCI EAFE Mini Index        (1        September 2017          (94,480        163  
MSCI Emerging Markets Mini Index        13          September 2017          655,395          (6,031
MSCI Singapore Index        3          July 2017          78,108          165  
S&P 500 E-Mini Index        (4        September 2017          (484,180        1,660  
SGX NIFTY 50 Index        4          July 2017          76,148          (742

SPI 200 Index

       (1        September 2017          (108,546        (968
TOTAL                                       $ (38,028

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statement of Assets and Liabilities

June 30, 2017 (Unaudited)

 

  
Assets:  

Investments in affiliated Underlying Funds, at value (cost $14,014,621)(a)

   $ 14,015,588  

Investments in unaffiliated Funds, at value (cost $307,101)

     382,299  

Investments in affiliated securities lending reinvestment vehicle, at value (cost $113,225)

     113,225  

Cash

     466,868  

Receivables:

  

Investments sold

     4,377,612  

Collateral on certain derivative contracts

     91,104  

Portfolio shares sold

     13,723  

Reimbursement from investment adviser

     12,433  

Dividends

     845  

Securities lending income

     88  

Unrealized gain on forward foreign currency exchange contracts

     19,090  

Other assets

     175  
Total assets      19,493,050  
  
  
Liabilities:    

Variation margin on certain derivative contracts

     222,185  

Unrealized loss on forward foreign currency exchange contracts

     14,303  

Payables:

  

Investments purchased

     4,956,923  

Payable upon return of securities loaned

     113,225  

Portfolio shares redeemed

     11,410  

Distribution and Service fees and Transfer Agency fees

     4,676  

Accrued expenses

     80,053  
Total liabilities      5,402,775  
  
  
Net Assets:    

Paid-in capital

     14,671,261  

Undistributed net investment income

     74,277  

Accumulated net realized loss

     (697,799

Net unrealized gain

     42,536  
NET ASSETS    $ 14,090,275  

Net Assets:

  

Institutional

   $ 386,844  

Service

     42,946  

Advisor

     13,660,485  

Total Net Assets

   $ 14,090,275  

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

  

Institutional

     41,176  

Service

     4,561  

Advisor

     1,460,883  

Net asset value, offering and redemption price per share:

  

Institutional

     $9.39  

Service

     9.42  

Advisor

     9.35  

(a) Includes loaned securities having a market value of $110,852.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statement of Operations

For the Six Months Ended June 30, 2017 (Unaudited)

 

  
Investment income:  

Dividends from affiliated Underlying Funds

   $ 71,714  

Securities lending income — affiliated issuer

     840  

Dividends from unaffiliated Funds

     509  
Total investment income      73,063  
  
  
Expenses:    

Professional fees

     29,932  

Custody, accounting and administrative services

     27,077  

Distribution and Service fees(a)

     23,208  

Printing and mailing costs

     21,818  

Management fees

     8,958  

Trustee fees

     8,099  

Transfer Agency fees(a)

     1,194  

Other

     1,520  
Total expenses      121,806  

Less — expense reductions

     (86,179
Net expenses      35,627  
NET INVESTMENT INCOME      37,436  
  
  
Realized and unrealized gain (loss):    

Net realized gain (loss) from:

  

Investments affiliated Underlying Funds

     17,866  

Investments in unaffiliated Underlying Funds

     47,662  

Futures contracts

     15,846  

Forward foreign currency exchange contracts

     (7,394

Foreign currency transactions

     177  

Net change in unrealized gain (loss) on:

  

Investments affiliated Underlying Funds

     260,803  

Investments in unaffiliated Underlying Funds

     15,861  

Futures contracts

     (33,601

Forward foreign currency exchange contracts

     (7,235

Foreign currency translation

     (1,613
Net realized and unrealized gain      308,372  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 345,808  

(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

 
$ 23,163      $ 45     $ 1,158      $ 32      $ 4  

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2017
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2016
 
     
From operations:  

Net investment income

   $ 37,436      $ 111,842  

Net realized gain (loss)

     74,157        (571,447

Net change in unrealized gain

     234,215        484,829  
Net increase in net assets resulting from operations      345,808        25,224  
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

            (3,280

Service Shares

            (131

Advisor Shares

            (76,669
Total distributions to shareholders             (80,080
     
     
From share transactions:        

Proceeds from sales of shares

     3,703,104        4,005,564  

Reinvestment of distributions

            80,080  

Cost of shares redeemed

     (1,079,158      (3,556,068
Net increase in net assets resulting from share transactions      2,623,946        529,576  
TOTAL INCREASE      2,969,754        474,720  
     
     
Net assets:        

Beginning of period

     11,120,521        10,645,801  

End of period

   $ 14,090,275      $ 11,120,521  
Undistributed net investment income    $ 74,277      $ 36,841  

 

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


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
gain (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)  

2017 - Institutional

  $ 9.10     $ 0.05     $ 0.24     $ 0.29     $     $     $     $ 9.39       3.30   $ 387       0.21 %(f)      1.66 %(f)      1.02 %(f)      57

2017 - Service

    9.13       0.04       0.25       0.29                         9.42       3.18       43       0.46 (f)      1.90 (f)      0.77 (f)      57  

2017 - Advisor

    9.08       0.03       0.24       0.27                         9.35       3.08       13,660       0.61 (f)      2.05 (f)      0.62 (f)      57  
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    9.15       0.11       (0.06     0.05       (0.10           (0.10     9.10       0.52       309       0.24       2.37       1.17       44  

2016 - Service

    9.14       0.08       (0.05     0.03       (0.04           (0.04     9.13       0.28       34       0.46       1.97       0.92       44  

2016 - Advisor

    9.12       0.10       (0.07     0.03       (0.07           (0.07     9.08       0.27       10,778       0.61       2.58       1.06       44  

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.    13   


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements

June 30, 2017 (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. LLC (formerly 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 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. 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 that 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 (”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.

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

Net capital losses, if any, 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

U.S. GAAP defines the fair value of a financial instrument as 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); the Portfolio’s policy is to use the market approach. 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:

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.

Underlying Funds (Including Money Market Funds) — Investments in the Underlying Funds are valued at the NAV per share of the Institutional Share class 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.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

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. For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Portfolio and cash collateral received, 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 Portfolio, if any, is noted in the Schedule of Investments.

 

iii. Options — When the Portfolio writes call or put options, 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 the Portfolio, 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.

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 the 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;

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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 Portfolio’s investments and derivatives classified in the fair value hierarchy as of June 30, 2017:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Equity Underlying Funds      $ 3,975,488        $        $  
Fixed Income Underlying Funds        8,630,612                    
Exchange Traded Funds        155,143                    
Investment Company        1,409,488                    
Options Purchased        227,156                    
Securities Lending Reinvestment Vehicle        113,225                    
Total      $ 14,511,112        $        $  
Derivative Type                              
Assets(a)               
Forward Foreign Currency Exchange Contracts      $        $ 19,090        $  
Futures Contracts        10,816                    
Total      $ 10,816        $ 19,090        $  
Liabilities(a)               
Forward Foreign Currency Exchange Contracts      $        $ (14,303      $  
Futures Contracts        (48,844                  
Total      $ (48,844      $ (14,303      $  

 

(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, 2017. 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     Statement of Assets and Liabilities   Liabilities  
Equity        Variation margin on certain derivative contracts   $ 4,061 (a)    Variation margin on certain derivative contracts   $ (13,912 )(a) 
Currency        Receivables for unrealized gain on forward foreign currency exchange contracts     19,090     Payable for unrealized gain on forward foreign currency exchange contracts     (14,303
Interest Rate        Variation margin on certain derivative contracts; Investments at value     233,911 (a)    Variation margin on certain derivative contracts     (34,932 )(a) 
Total            $ 257,062         $ (63,147

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only the variation margin as of June 30, 2017 is reported within the Statement of Assets and Liabilities.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

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, 2017. 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   $ 15,287     $ (10,018     31  
Currency    Net realized gain (loss) from forward foreign currency exchange contracts/Net change in unrealized gain (loss) on forward foreign currency exchange contracts     (7,394   $ (7,235     46  
Interest Rate    Net realized gain (loss) from futures contracts/Net change in unrealized gain (loss) on investments and futures contracts     559       (36,923     178  
Total        $ 8,452     $ (54,176   $ 255  

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2017.

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 28, 2018, 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, 2017, GSAM waived $8,958 of its management fee.

The Portfolio invests in 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 Portfolio in an amount equal to the management fee it earns as an investment adviser to any of the affiliated Underlying Funds in which the Portfolio invests. For the six months ended June 30, 2017, GSAM waived $902 of the Portfolio’s management fee.

B.  Distribution and/or Service (12b-1) Plans — The Trust, on behalf of Service Shares of the Portfolio, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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 Portfolio’s average daily net assets attributable to Service Shares.

The Trust, on behalf of Advisor Shares of the Portfolio, has adopted a Distribution Plan subject to Rule 12b-1 under the Act. Under the Distribution Plan, Goldman Sachs 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, equal to, on an annual basis, 0.15% of the Portfolio’s average daily net assets attributable to Advisor Shares.

C.  Service Plans — The Trust, on behalf of Advisor Shares of the Portfolio, has adopted a Service Plan to allow Advisor Shares to compensate service organizations (including Goldman Sachs) for providing varying levels of personal and account maintenance and administration services to their customers who are beneficial owners of such shares. The Service Plan provides for compensation to the service organizations equal to 0.25% of the average daily net assets attributable to Advisor Shares of the Portfolio.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

D.  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.

E.  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 28, 2018, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, GSAM reimbursed $76,261 to the Portfolio. In addition, the Portfolio has entered into certain offset arrangements with the custodian and the transfer agent, which may result in a reduction of the Portfolio’s expenses and are received irrespective of the application of the “Other Expense” limitation described above. For the six months ended June 30, 2017, custody fee credits were $58.

F.  Line of Credit Facility — As of June 30, 2017, 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 certain registered investment companies having management agreements with GSAM or its affiliates. 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 Portfolio based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2017, the Portfolio did not have any borrowings under the facility.

G.  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, 2017:

 

Underlying Funds  

Market

Value
12/31/2016

   

Purchases

at Cost

   

Proceeds
from

Sales

   

Net
Realized
Gain

(Loss)

    Change in
Unrealized
Appreciation
(Depreciation)
   

Market

Value
06/30/2017

    Dividend
Income
 

Goldman Sachs Absolute Return Tracker Fund

  $ 1,482,676     $ 702,000     $ (405,000   $ (680   $ 53,231     $ 1,832,227     $  

Goldman Sachs Dynamic Emerging Markets Debt Fund

    1,059,082       407,990       (1,534,052     30,904       36,076             26,194  

Goldman Sachs Emerging Markets Debt Fund

          1,560,000                         1,560,000        

Goldman Sachs Emerging Markets Equity Fund

    547,542       47,000       (712,953     136,756       (18,345            

Goldman Sachs Emerging Markets Equity Insights Fund

          900,000                         900,000        

Goldman Sachs Financial Square Government Fund

    1,079,735       3,180,742       (2,850,989                 1,409,488       3,411  

Goldman Sachs High Yield Floating Rate Fund

          106,000                         106,000        

Goldman Sachs High Yield Fund

          920,000                         920,000        

Goldman Sachs International Real Estate Securities Fund

    114,391       2,527       (124,958     (4,845     12,885             2,527  

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

Underlying Funds  

Market

Value
12/31/2016

   

Purchases

at Cost

   

Proceeds
from

Sales

   

Net
Realized
Gain

(Loss)

    Change in
Unrealized
Appreciation
(Depreciation)
   

Market

Value
06/30/2017

    Dividend
Income
 

Goldman Sachs Long Short Credit Strategies Fund

  $ 1,768,151     $ 1,439,843     $ (65,000   $ (2,778   $ 26,441     $ 3,166,657     $ 23,856  

Goldman Sachs Long Short Fund

    685,145       216,001       (110,000     (21,354     13,464       783,256        

Goldman Sachs Managed Futures Strategy Fund

    1,090,475       474,000       (770,001     (38,826     34,883       790,531        

Goldman Sachs Real Estate Securities Fund

    114,560       346,373                   (928     460,005       1,374  

Goldman Sachs Strategic Income Fund

    1,569,457       554,353       (920,000     (44,993     52,784       1,211,601       14,352  

Goldman Sachs Strategic Macro Fund

    1,265,829       366,000       (770,000     (36,318     50,312       875,823        
Total   $ 10,777,043     $ 11,222,829     $ (8,262,953   $ 17,866     $ 260,803     $ 14,015,588     $ 71,714  

As of June 30, 2017, The Goldman Sachs Group, Inc. was the beneficial owner of approximately 23% of the Service Shares of the 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, 2017 were $7,451,865 and $5,220,193, respectively.

7.    SECURITIES LENDING

The Portfolio may lend its securities through a securities lending agent, the Bank of New York Mellon (“BNYM”), to certain qualified borrowers. In accordance with the Portfolio’s securities lending procedures, the Portfolio 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 Portfolio, 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 Portfolio on the next business day. As with other extensions of credit, the Portfolio may experience delay in the recovery of its securities or incur a loss should the borrower of the securities breach its agreement with the Portfolio 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 Portfolio invests the cash collateral received in connection with securities lending transactions in the Goldman Sachs Financial Square Government Fund (“Government Money Market Fund”), an affiliated series of the Trust. The Government 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 a management fee of up to 0.205% on an annualized basis of the average daily net assets of the Government Money Market Fund.

In the event of a default by a borrower with respect to any loan, BNYM may exercise any and all remedies provided under the applicable borrower agreement to make the Portfolio 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 BNYM is unable to purchase replacement securities, BNYM will indemnify the Portfolio by paying the Portfolio an amount equal to the market value of the securities loaned minus the value of cash collateral received from the borrower for the loan, subject to an exclusion for any

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

7.    SECURITIES LENDING (continued)

 

shortfalls resulting from a loss of value in such cash collateral due to reinvestment risk. The amounts of the Portfolio’s overnight and continuous agreements represent the gross amounts of recognized liabilities for securities lending transactions outstanding as of June 30, 2017 are disclosed as “Payable upon return of securities loaned” on the Statement of Assets and Liabilities.

Both the Portfolio and BNYM received compensation relating to the lending of the Portfolio’s securities. The amounts earned, if any, by the Portfolio for the six months ended June 30, 2017, are reported under Investment Income on the Statement of Operations.

The following table provides information about the Portfolio’s investment in the Government Money Market Fund for the six months ended June 30, 2017:

 

Market
Value
12/31/2016
    Purchases at
Cost
    Proceeds
from Sales
    Market
Value
6/30/2017
 
  $162,650     $ 1,139,880     $ (1,189,305   $ 113,225  

8.    TAX INFORMATION

As of the Portfolio’s most recent fiscal year end, December 31, 2016, the Portfolio’s capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

 

Capital loss carryforwards:   

Perpetual Short-term

   $ (398,586

Perpetual Long-term

     (183,884
Total capital loss carryforwards    $ (582,470
Timing differences (Qualified Late Year Loss Deferral/Post October Loss Deferral)    $ (3,378

As of June 30, 2017, the Portfolio’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 14,629,584  
Gross unrealized gain      150,960  
Gross unrealized loss      (269,432
Net unrealized security loss    $ (118,472

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 exchange 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.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

9.    OTHER RISKS

 

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

Derivatives Risk — The Portfolio’s use of derivatives may result in loss. Derivative instruments, which may pose risks in addition to and greater than those associated with investing directly in securities, currencies or other instruments, may be illiquid or less liquid, volatile, difficult to price and leveraged so that small changes in the value of the underlying instruments may produce disproportionate losses to the Portfolio. Derivatives are also subject to counterparty risk, which is the risk that the other party in the transaction will not fulfill its contractual obligation. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with investments in more traditional securities and instruments. Losses from 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 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 the 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, the 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.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

9.    OTHER RISKS (continued)

 

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, including counterparty risk. 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.

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 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.

11.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated and 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, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      7,716     $ 72,714       30,367     $ 278,375  
Reinvestment of distributions                  360       3,280  
Shares redeemed      (460     (4,230     (101,512     (911,862
       7,256       68,484       (70,785     (630,207
Service Shares         
Shares sold      902       8,500       2,700       24,286  
Reinvestment of distributions                  14       131  
Shares redeemed      (10     (94     (1,411     (17,774
       892       8,406       1,303       6,643  
Advisor Shares         
Shares sold      390,020       3,621,890       410,465       3,702,903  
Reinvestment of distributions                  8,435       76,669  
Shares redeemed      (116,324     (1,074,834     (291,572     (2,626,432
       273,696       2,547,056       127,328       1,153,140  
NET INCREASE      281,844     $ 2,623,946       57,846     $ 529,576  

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

Portfolio Expenses — Six Month Period Ended June 30, 2017  (Unaudited)

As a shareholder of Institutional, Service or Advisor Shares of the Portfolio, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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 Portfolio and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

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
01/01/17
   

Ending

Account Value
06/30/17

   

Expenses Paid

for the

6 Months

Ended

06/30/17*

 
Institutional        
Actual   $ 1,000     $ 1,033.00     $ 1.06  
Hypothetical 5% return     1,000       1,023.75     1.05  
Service        
Actual     1,000       1,031.80       2.32  
Hypothetical 5% return     1,000       1,022.51     2.31  
Advisor        
Actual     1,000       1,030.80       3.07  
Hypothetical 5% return     1,000       1,021.77     3.06  

 

  * 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, 2017. 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, 2018 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 14-15, 2017 (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 four 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 information on general investment outlooks in the markets in which the 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 levels of the Portfolio as compared to those of comparable funds managed by other advisers, as provided by the Outside Data Provider;
  (ii)   the Portfolio’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 Portfolio, 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 Portfolio;
  (g)   the undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations of the Portfolio and the Underlying Funds;

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

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 Portfolio 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;
  (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, securities lending, 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 administrative 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

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

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

 

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 December 31, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. 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 Underlying Funds’ risk profiles, 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 second quartile of the Portfolio’s peer group, had outperformed the Portfolio’s LIBOR-based benchmark index by 4.15%, and had outperformed the average performance of a group of competitor funds, as determined by the Investment Adviser, for the one-year period ending March 31, 2017.

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 data 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 undertakings to implement fee waivers and/or expense limitations of the Portfolio and the Underlying Funds. 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 Portfolio, comparative fee information for services provided by the Investment Adviser to those accounts, and information that indicated that services provided to the Portfolio 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 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 Portfolio’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Portfolio were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

 

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 undertakings 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 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.

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. LLC (“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) fees earned by Goldman Sachs Agency Lending (“GSAL”), an affiliate of the Investment Adviser, as securities lending agent for certain Underlying Funds (and fees earned by the Investment Adviser for managing the fund in which those Underlying Funds’ cash collateral is invested); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Portfolio on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Portfolio shareholders; (h) Goldman Sachs’ retention of certain fees as Portfolio Distributor; (i) 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 (j) 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 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; (h) with respect to certain Underlying Funds, the ability to participate in the securities lending program administered by GSAL, as measured by the revenue received by the Underlying Funds in connection with the program; and (i) 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.

 

28


GOLDMAN SACHS VARIABLE INSURANCE TRUST MULTI-STRATEGY ALTERNATIVES PORTFOLIO

 

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 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, 2018.

 

29


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Treasurer, Senior Vice
Diana M. Daniels   President and Principal Financial Officer
Herbert J. Markley  

Joseph F. DiMaria, Assistant Treasurer and

James A. McNamara  

Principal Accounting Officer

Jessica Palmer  

Caroline L. Kraus, Secretary

Roy W. Templin  
Gregory G. Weaver  

GOLDMAN SACHS & CO. LLC

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, 2017 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 the Portfolio’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 the Portfolio and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

© 2017 Goldman Sachs. All rights reserved.

VITMSASAR-17/102643-TMPL-08/2017-587118/183


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, 2017

 

LOGO


MARKET REVIEW

 

Goldman Sachs Variable Insurance Trust Funds

 

Market Review

During the six months ended June 30, 2017 (the “Reporting Period”), the U.S. equity market recorded a strong gain, while the broad fixed income market generated modestly positive returns.

Equity Markets

As the Reporting Period began in January 2017, U.S. equities rallied to new highs on the prospect of deregulation following executive orders on oil pipelines and on further optimism around infrastructure spending after a $1 trillion proposal from Senate Democrats. Despite political uncertainty and protectionism concerns, U.S. equities continued to rally in February 2017, driven by “risk on” sentiment, or reduced risk aversion, owing to potential U.S. tax reform and deregulation as well as by stronger economic data. In March 2017, the U.S. Federal Reserve (the “Fed”) raised interest rates for the third time since the 2008-2009 global financial crisis, while maintaining projections for three rate hikes this year. However, a seemingly cautious stance on the future path of monetary tightening from the Fed Chair and the presence of a dissenter on the policy committee led to a dovish market reaction. (Dovish tends to suggest lower interest rates; opposite of hawkish.) Political risks subsequently drove U.S. equities lower in the wake of House Republicans’ struggle to schedule a vote on health care. For the month of March 2017, U.S. equities were virtually flat.

U.S. equities fell in April 2017, as Fed minutes suggested stocks were overvalued. However, U.S. equities subsequently rebounded on strong first quarter 2017 earnings results and on receding European political risk following the centrist candidate’s win in the French election. Although the U.S. labor market remained strong, economic activity and inflation data appeared to be moderating during the second quarter of 2017. Core inflation softened to 1.7% year-over-year in May 2017, marking a third consecutive month of weakness, while core personal consumption expenditures remained below the Fed’s 2% target at just 1.4% year-over-year. In addition, market expectations for pro-growth U.S. fiscal policy were dampened by domestic political developments. Nonetheless, the Fed proceeded to raise the targeted federal funds rate by 25 basis points in June 2017, citing ongoing strength in the labor market and a pick-up in household spending and business fixed investment. (A basis point is 1/100th of a percentage point.) The results of the Fed’s 2017 Comprehensive Capital Analysis and Review (“CCAR”) stress test for banks were encouraging, with improving payout ratios. (Payout ratio is the proportion of earnings paid out as dividends to shareholders.)

U.S. equities, as represented by the Standard & Poor’s 500® Index (the “S&P 500® Index”) gained 9.34% during the Reporting Period. Information technology, health care and consumer discretionary were the best performing sectors in the S&P 500® Index by a wide margin. The weakest performing sectors in the S&P 500® Index were energy and telecommunication services, the only two to post negative absolute returns, followed by real estate and financials, which were comparatively weak but generated 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, large-cap stocks, as measured by the Russell 1000® Index, performed best, followed by mid-cap stocks, as measured by the Russell Midcap® Index, and then at some distance by small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, growth-oriented stocks significantly outpaced value-oriented stocks across the capitalization spectrum. (All as measured by the Russell Investments indices.)

Fixed Income Markets

At the beginning of the Reporting Period, spread (or non-government bond) sectors generally posted gains. Investors focused on the prospect of pro-growth policies from the new U.S. Administration, which helped boost business and consumer sentiment to near record levels. Investors also evaluated the positive impact of earlier fiscal stimulus in China. Global purchasing managers’ indices pointed to solid and synchronized global expansion, led by developed markets, most notably the U.S. In Europe, economic data strengthened and political risk remained contained, as markets weathered the official start of Brexit negotiations. (Brexit refers to the U.K.’s efforts to exit the European Union.) The far right lost to centrists in the Netherlands’ election. In France, polls reflected a relatively low chance of victory for the far-right candidate in the country’s then-upcoming presidential vote. Monetary policy presented few surprises during the first calendar quarter, as the European Central Bank (“ECB”), Bank of Japan (BoJ”) and Bank of England (“BoE”) kept their respective monetary policies unchanged. In March 2017, the ECB raised its economic growth and

 

1


MARKET REVIEW

 

inflation forecasts, while the Fed raised its target range for the federal funds rate by 25 basis points. Minutes from the meeting raised market expectations that Fed balance sheet normalization would begin in 2017. Despite the Fed’s monetary policy tightening, the U.S. dollar weakened versus both developed and emerging markets currencies during the first calendar quarter.

In the second quarter of 2017, spread sectors overall recorded positive returns. Political developments led to temporary bouts of volatility early in the quarter, driving weakness in Brazilian, U.S. and U.K. fixed income assets as well as a credit rating downgrade of South Africa’s sovereign debt. Political risks receded in May 2017 on the centrist candidate’s victory in the French presidential election, which was supportive of French and European peripheral bonds broadly. On the economic front, U.S. core inflation weakened for the third consecutive month in May 2017, casting uncertainty over the pace of Fed monetary tightening. Nonetheless, comments included in minutes from the Fed’s May and June 2017 policy meetings suggested an announcement about how and when the Fed would begin reducing the size of its balance sheet would be made sooner than the markets had previously anticipated. In Europe, economic data continued to surprise to the upside. At its June 2017 policy meeting, the ECB provided a sanguine assessment of the risks to growth, but revised downward its medium-term inflation forecasts. The ECB, BoJ and BoE left their respective monetary policies unchanged during the second calendar quarter, while the Fed raised interest rates for the second time in 2017 and for the fourth time in a decade at its June 2017 policy meeting. As the quarter came to an end, a string of comments from global central bankers triggered a hawkish market reaction. (A hawkish market reaction suggests investors expect higher interest rates; opposite of dovish.) Global interest rates rose as the market anticipated a faster than expected pace of monetary policy tightening by the BoE, ECB and Bank of Canada. During the second quarter of 2017, the U.S. dollar continued to weaken versus many global currencies.

For the Reporting Period overall, sovereign emerging markets debt and high yield corporate bonds produced solid gains, outperforming U.S. Treasury securities. Investment grade corporate bonds also outpaced U.S. Treasuries, followed at a distance by agency securities, asset-backed securities and commercial mortgage-backed securities. Mortgage-backed securities slightly underperformed U.S. Treasuries. The U.S. Treasury yield curve flattened slightly during the Reporting Period, as yields on longer- and intermediate-term maturities fell and yields on shorter-term maturities rose. The yield on the bellwether 10-year U.S. Treasury fell approximately 32 basis points to end the Reporting Period at 2.11%. (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, our outlook for equities remained positive, supported by strong global earnings momentum, receding political risk and what we perceive as overly negative sentiment on the Administration’s proposals. Global economic growth has been strong, and the expansion appears to be broadening across regions, creating, in our view, a positive backdrop for corporate earnings growth. For the first year since 2010, consensus earnings per share growth forecasts were positive in all major global regions at the end of the Reporting Period.

While we were slightly more bullish on equities outside the U.S. at the end of the Reporting Period, we believe plummeting optimism on the Administration’s proposals have gone too far, resulting in an almost full unwinding of the rally seen earlier in the U.S. The outperformance of value versus growth stocks has reversed, as has small cap outperformance to large cap. With investor expectations so low, we think U.S. equities have upside potential from any reforms implemented, and thus any incremental progress on reform may come as a positive surprise. At the end of the Reporting Period, we saw particularly attractive opportunities in specific sectors, such as financials, which we believe can reap significant benefits from a more clear and more effective implementation of existing regulatory legislation.

That said, what we view as expensive valuations make U.S. equities more vulnerable, in our opinion, to a moderation in growth on the one hand or to a sharper than consensus expected rise in bond yields on the other. These risks support our case for dynamic active management. Moreover, these aforementioned tailwinds of solid earnings growth and positive potential from any reforms implemented are not priced into valuations and can, we believe, offer potential upside.

 

2


MARKET REVIEW

 

Fixed Income Markets

As the Reporting Period came to an end, we expected global economic growth to remain strong in the near term, largely driven by developed markets. In the U.S., we believe tightness in the labor market and easy financial conditions, which continued to loosen despite the Fed’s two interest rate hikes during the Reporting Period, may warrant further monetary policy tightening. We also see scope for U.S. inflation to rebound from its recent weakness, largely due to a healthy labor market supporting wage growth. Based on recent Fed communications, we expect policymakers to unveil in September 2017 a strategy for reducing balance sheet holdings of U.S. Treasury and agency mortgage backed securities, and we see increased likelihood of implementation from October 2017. As for Europe, economic growth surprised to the upside during the Reporting Period, but the inflation backdrop remained subdued and we expect it to remain so, thereby warranting prolonged monetary policy accommodation by the ECB. At the end of the Reporting Period, we anticipated a slower pace of monetary policy tightening in Canada, the U.K. and Europe than the market appeared to believe. At the same time, we think the markets are underpricing the pace of Fed rate hikes.

Overall, we believe political risks shifted from Europe to the U.S. and U.K. during the Reporting Period. In our view, centrist victories in the French presidential and parliamentary elections have the potential to improve cohesion within the European Union, which appeared at risk at the start of 2017 due to rising support for populist parties. In the U.K., we expect uncertain Brexit negotiations to weigh on business sentiment, and we see consumption weakening as inflation rises and low wage growth puts pressure on household disposable incomes. In the U.S., fiscal policy uncertainty persists, although we think low market expectations regarding the Administration’s ability to implement its pro-growth agenda creates the potential for positive surprises.

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST 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 Bloomberg 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, 2017 (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 2.40% and 2.28%, respectively. These returns compare to the 2.27% cumulative total return of the Fund’s benchmark, the Bloomberg Barclays U.S. Aggregate Bond Index (the “Bloomberg 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 top-down cross-sector strategy contributed positively to relative performance. 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 Bloomberg Barclays Index. Our bottom-up individual issue selection also added to relative returns.

Conversely, the Fund’s combined tactical duration and yield curve positioning hurt its relative results. (Duration is a measure of the Fund’s sensitivity to changes in interest rates. Yield curve is a spectrum of maturities.) Additionally, the Fund’s top-down country strategy detracted from relative performance, driven by long positions in Europe and Canada versus a short position in the U.S. These results were partially offset by a long position in New Zealand. Within our top-down currency strategy, the Fund was hampered by short positions in the euro and the New Taiwan dollar. It benefited from long positions in the Swedish krona, Norwegian krone and Canadian dollar.

Which fixed income market sectors most affected Fund performance during the Reporting Period?

During the Reporting Period, the Fund benefited from its overweight compared to the Bloomberg Barclays Index in asset-backed securities (“ABS”). Its allocations to collateralized loan obligations and non-agency mortgage-backed securities as well as its exposure to the government/swaps sector further aided relative performance. However, an underweight position in agency mortgage-backed securities dampened its returns. The Fund was underweight agency mortgage-backed securities because we expected their spreads (yield differentials versus U.S. Treasuries of comparable maturity) to become more volatile once the Federal Reserve (“Fed”) begins to taper the reinvestment of its maturing holdings of agency mortgage-backed securities and U.S. Treasuries. Overall, we had generally expected spreads to widen. In addition, the Fund’s underweight positions relative to the Bloomberg Barclays Index in U.S. corporate bonds and emerging markets corporate bonds detracted from results.

As for individual issue selection, holdings within the government/swaps sector bolstered the Fund’s performance. More specifically, the Fund benefited from issue selection of U.S. government securities as well as investments that facilitated steepening positions on global government bond yield curves. (A steepening yield curve is one wherein the differential in yields between longer-term and shorter-term maturities widens; opposite of flattening.) Within corporate credit, the Fund was helped by our selection of various maturities along the yield curve and its holdings of investment grade corporate bonds in the financial sector. In emerging markets debt, our selection of U.S. dollar-denominated Mexican external debt was advantageous. Conversely, issue selection of mortgage backed-securities within the securitized sector detracted from the Fund’s performance during the Reporting Period.

Did the Fund’s duration and yield curve positioning strategy help or hurt its results during the Reporting Period?

The Fund’s combined tactical duration and yield curve positioning detracted from performance. Throughout the Reporting Period, the Fund held a short duration position relative to that of the Bloomberg Barclays Index. This hurt results as shorter-term U.S. interest rates rose in response to Fed interest rate hikes and intermediate-term and longer-term interest rates fell on political uncertainty and fewer positive economic surprises. Although U.S. economic data softened toward the end of the Reporting Period, the Fund maintained its short duration position, as we believed the market was underestimating the pace of Fed interest rate hikes in 2017 and 2018. In addition, financial conditions had not tightened due to previous Fed rate increases.

 

4


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

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. Interest rate swaps were used to manage exposure to fluctuations in interest rates. They added to Fund performance during the Reporting Period. Additionally, the Fund employed credit default swaps to implement specific credit-related investment strategies, including management of the Fund’s exposure to credit spreads. Credit default swaps did not have a material impact on the Fund’s results during the Reporting Period. The Fund also used inflation-linked swaps to express our views on U.K. inflation. Inflation-linked swaps did not have a meaningful impact on the Fund’s performance 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, currency and inflation 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?

During the Reporting Period, we reduced the Fund’s underweight relative to the Bloomberg Barclays Index in U.S. government securities. We increased its overweight position in ABS. Also, the Fund shifted from a small overweight in sovereign emerging markets debt to a small underweight position because of what we considered to be tight valuations and commodity price uncertainty. The Fund remained underweight agency mortgage-backed securities 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 Bloomberg 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 Bloomberg Barclays Index on a market-value weighted basis. The Fund was overweight ABS and investment grade corporate bonds. (As measured by contribution to duration, the Fund was underweight corporate credit.) It was underweight agency mortgage-backed securities, especially mortgage-backed 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.) On a market-value weighted basis, the Fund was marginally overweight non-agency mortgage-backed securities and marginally underweight commercial mortgage-backed securities and emerging markets debt. The Fund was neutral relative to the Bloomberg Barclays Index in quasi-government bonds and did not have any exposure to covered bonds at the end of the Reporting Period. (Covered bonds are securities created from either mortgage loans or public sector loans.)

 

5


FUND BASICS

 

Core Fixed Income Fund

as of June 30, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      0.49      N/A        N/A        2.25    4/30/13
Service      0.21        2.55      4.06      3.97      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      0.65
Service        0.67        0.91  

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any fee waivers and/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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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.

 

6


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  “Mortgage-Backed Securities” are 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  “U.S. Government Agency Securities” include agency securities offered by companies such as FNMA and the 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.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST 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, 2017 (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 9.11%. This return compares to the 9.34% 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?

Nine of the 11 sectors in the S&P 500® Index recorded gains 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 information technology, health care and consumer discretionary. 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 22.3%. The industries with the strongest performance in terms of total return were casinos/gambling; investment trusts/mutual funds; recreational products; electronics/appliance stores; and Internet retail.

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 information technology, health care and consumer discretionary. The industries with the strongest performance on the basis of impact were Internet software/services; telecommunications equipment; packaged software; medical specialties; and major pharmaceuticals.

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 energy, telecommunication services and real estate. The weakest performing industries in terms of total return were contract drilling; department stores; oilfield services/equipment; oil and gas production; and food retail.

On the basis of impact, the weakest performing sectors were energy, telecommunication services and real estate. The weakest performing industries on the basis of impact were oil and gas production; integrated oil; major telecommunications; oilfield services/equipment; and specialty stores.

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 Apple, Amazon.com, Facebook, Microsoft and Johnson & Johnson. The weakest performers were General Electric, Exxon Mobil, Verizon, AT&T and Schlumberger.

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?

Effective January 3, 2017, co-portfolio manager John Tucker no longer served as a Portfolio Manager for the Fund. By design, all investment decisions for the Fund are performed within a co-lead or team structure. Effective January 3, 2017, Daniel TenPas, Principal and Portfolio Manager, replaced Mr. Tucker as Portfolio Manager for the Fund. Mr. TenPas joined Michael Feehily,

 

8


GOLDMAN SACHS VARIABLE INSURANCE TRUST EQUITY INDEX FUND

 

Senior Managing Director and the Head of Global Equity Beta Solutions in the Americas of SSgA, and Melissa Kapitulik, Vice President and Senior Portfolio Manager of SSgA, both of whom have managed the Fund since 2014.

What changes were made to the makeup of the S&P 500® Index during the Reporting Period?

Twenty-two stocks were removed from the S&P 500® Index during the Reporting Period. They were Bioverativ, Cars.com, Conduent, Dun & Bradstreet, Endo International, Everett SpinCo, First Solar, Frontier Communications, GetGo, Harman International Industries, Linear Technology, Mead Johnson Nutrition, Pitney Bowes, Ryder System, Southwestern Energy, Spectra Energy, St. Jude Medical, TEGNA, Teradata, Urban Outfitters, Varex Imaging and Yahoo. There were 22 stocks added to the S&P 500® Index during the Reporting Period. They were Advanced Micro Devices, Alexandria Real Estate Equities, Align Technology, ANSYS, Bioverativ, Cars.com, CBOE Holdings, Conduent, DISH Network A, DXC Technology Company, Everest Re Group, Everett SpinCo, Gartner, GetGo, Hilton Worldwide Holdings, IDEXX Laboratories, IHS Markit, Incyte, Raymond James Financial, Regency Centers, Synopsys and Varex Imaging.

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 6/30/17.

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, 2017 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.

 

9


FUND BASICS

 

Equity Index Fund

as of June 30, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Service      17.38      14.13      6.80      7.59    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      0.73

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any fee waivers and/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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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 6/30/173

 

Holding      % of Net Assets      Line of Business
Apple, Inc.        3.6%      Technology Hardware & Equipment
Microsoft Corp.        2.5    Software & Services
Amazon.com, Inc.        1.8    Retailing
Facebook, Inc. Class A        1.7    Software & Services
Johnson & Johnson        1.7    Pharmaceuticals, Biotechnology & Life Sciences
Exxon Mobil Corp.        1.6    Energy
JPMorgan Chase & Co.        1.6    Banks
Berkshire Hathaway, Inc. Class B        1.5    Diversified Financials
Alphabet, Inc. Class A        1.3    Software & Services
Alphabet, Inc. Class C        1.3    Software & Services

 

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

 

10


FUND BASICS

 

FUND VS. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2017

 

 

 

LOGO

 

 

 

4  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 (excluding investments in the securities lending reinvestment vehicle, if any). Investments in the securities lending reinvestment vehicle represented 0.2% of the Fund’s net assets at June 30, 2017. 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.

 

11


GOLDMAN SACHS VARIABLE INSURANCE TRUST 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, 2017 (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 14.90% and 14.71%, respectively. These returns compare to the 11.40% 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 primarily due to 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 discretionary, industrials and consumer staples sectors contributed positively to the Fund’s relative returns. Stock selection in two sectors — information technology and financials — detracted from relative performance.

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 investments in Panera Bread, Roper Technologies and C.R. Bard.

Panera Bread was the top positive contributor to the Fund’s relative returns during the Reporting Period. Shares of the fast-casual restaurant chain advanced on news of strong fourth quarter 2016 results, with its earnings ahead of market estimates as driven by better than expected operating margins. The company also announced record new store sales volume and provided better than expected 2017 guidance. Later in the Reporting Period, its shares surged higher after the restaurant chain agreed to a buyout by JAB Holding Company. The premium paid was, in our view, positive recognition of Panera Bread’s earlier investments to improve efficiencies and grow margins. After the stock’s strong performance and a potential shift in leadership, we decided to exit the Fund’s position and look for opportunities elsewhere.

Roper Technologies, a provider of engineered products to global niche markets, was another of the Fund’s top contributors. Its stock price was pushed higher by strong quarterly results that beat market estimates on earnings per share. We think Roper Technologies’ margins and its cash return on invested capital (“CROI”) could continue to expand as it transitions from an industrial company to one that is more software aligned. (CROI is a method of valuation that compares a company’s cash return to its equity.) At the end of the Reporting Period, the Fund continued to hold the stock, as we are optimistic about what we consider to be the company’s innovative measures, disciplined capital deployment and solid management execution ability.

Notable contributor C.R. Bard, a multinational developer, manufacturer and marketer of medical devices, announced it had accepted a buyout offer from Becton Dickinson, causing its stock price to rise. We have long viewed C.R. Bard as a strong business franchise with favorable long-term prospects and a high quality management team. Near the end of the Reporting Period, we eliminated the Fund’s position in the stock as we sought to capture profits.

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

During the Reporting Period, Advance Auto Parts, Ross Stores and Middleby were top detractors from the Fund’s relative performance.

The Fund’s leading detractor was Advance Auto Parts, which was weak during the Reporting Period on a combination of concerns around increased competition in the auto parts industry and weaker than market expected earnings. The auto parts retailer also announced first fiscal quarter 2017 earnings that were lower than market estimates, leading the stock to fall further. Despite the weakness, we think its comparable same store sales growth trends are moving in the right direction, and we believe the company could benefit from planned internal improvements to increase its margin structure. At the end of the Reporting Period, the Fund

 

12


GOLDMAN SACHS VARIABLE INSURANCE TRUST GROWTH OPPORTUNITIES FUND

 

continued to own Advance Auto Parts, as we consider it an attractively valued business with a compelling earnings growth opportunity over the long term.

Another key detractor during the Reporting Period was Ross Stores. In May 2017, the off-price retailer announced strong earnings, beating market expectations for comparable store sales and earnings per share. Despite the strong earnings, fears that Amazon.com and other e-commerce companies might displace physical stores and increase competition was a headwind for its stock price, causing it to drop in June 2017. In our view, Ross Stores is well positioned within its industry, and we believe it is relatively insulated from Amazon.com pressures because it is an off-price retailer. We also think it is attractively valued for a high quality company. We are encouraged by Ross Stores’ consistent sales and earnings growth over time, strong free cash flows and demonstrated track record of returning capital to investors. The Fund maintained a position in the stock at the end of the Reporting Period.

Middleby, which designs, manufactures and distributes kitchen equipment around the world, also detracted from the Fund’s relative returns during the Reporting Period. The company reported mixed first quarter 2017 results, delivering impressive margin expansion but failing to grow revenues at the pace investors had expected. Its management explained the weakness as delayed capital expenditure spending by U.S.-based restaurants. In our view, the weakness is a short-term challenge, and we believe what we view as Middleby’s best-in-class product line positions it well going forward. In our opinion, the stock’s decline provided a strong risk/reward opportunity for us to increase the Fund’s investment in the name at attractive valuations. At the end of the Reporting Period, we believed Middleby’s market share gains, partnerships with strong franchises and innovative products continued to position it as an industry leader.

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

Among the positions initiated during the Reporting Period was an investment in Analog Devices. The company engages in the design and manufacturing of analog, mixed-signal and digital-signal processing integrated circuits used in all types of electronic equipment. We have a favorable view of the company and its recent acquisition of Linear Technology, which we believe can help boost margins and create cost synergies. Analog Devices has a strong balance sheet and robust free cash flow, in our opinion, and we are positive on its potential for continued growth.

The Fund established a position in Xilinx, which develops and markets programmable devices and associated technologies. The stock was a laggard during the Reporting Period on concerns about the impact of wireless equipment spending. As we considered this a transitory challenge, we believe the stock’s weakness offered us an attractive buying opportunity. In our view, Xilinx is an innovative leader in an industry with strong margins and high barriers to entry.

In addition to the sales already mentioned, we sold the Fund’s position in Chipotle Mexican Grill during the Reporting Period. Near the end of June 2017, the fast-casual food chain reiterated its fiscal year 2017 guidance, which the market viewed as disappointing given its expectations for growth. After the release, we were less confident in the company’s ability to increase comparable store sales growth rates. We therefore decided to exit the Fund’s position and allocate the capital to names in which we had stronger conviction and that offered more compelling risk/reward opportunity, in our view.

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

During the Reporting Period, we increased the Fund’s already underweight position relative to the Russell Index in information technology. We reduced the size of its underweight in the consumer discretionary sector. Compared to the Russell Index, we shifted the Fund from an underweight position in the health care sector to a neutral position and moved from an overweight position in telecommunication services to a neutral position.

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 an overweight position compared to the Russell Index in the financials sector. The Fund had smaller weightings than the Russell Index in the consumer discretionary 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 industrials, materials, energy, utilities, consumer staples, telecommunication services, health care and real estate sectors.

 

13


FUND BASICS

 

Growth Opportunities Fund

as of June 30, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      14.14      N/A        N/A        9.79    4/30/13
Service      13.78        11.64      7.97      8.47      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        0.85      1.16
Service        1.01        1.40  

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any fee waivers and/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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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 6/30/173,4

 

Holding      % of Net Assets        Line of Business
Amphenol Corp. Class A        3.0%        Technology Hardware & Equipment
Xylem, Inc.        2.9      Capital Goods
Roper Technologies, Inc.        2.8      Capital Goods
Edwards Lifesciences Corp.        2.5      Health Care Equipment & Services
Northern Trust Corp.        2.4      Diversified Financials
Middleby Corp. (The)        2.4      Capital Goods
Mettler-Toledo International, Inc.        2.2      Pharmaceuticals, Biotechnology & Life Sciences
Zoetis, Inc.        2.2      Pharmaceuticals, Biotechnology & Life Sciences
Ross Stores, Inc.        2.2      Retailing
Intercontinental Exchange, Inc.        2.1      Diversified Financials

 

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 Government Fund (a securities lending reinvestment vehicle) which represents 2.7% of the Fund’s net assets as of 06/30/2017.

 

14


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS5

As of June 30, 2017

 

 

 

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 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 2.7% of the Fund’s net assets at June 30, 2017.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST 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 High Quality Floating Rate Fund’s (the “Fund”) performance and positioning for the six-month period ended June 30, 2017 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional, Service and Advisor Shares generated cumulative total returns of 0.80%, 0.78% and 0.65%, respectively. These returns compare to the 0.31% 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 individual issue selection contributed most positively to the Fund’s performance. Our top-down cross-sector strategy also added to relative returns. 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 combined tactical duration and 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?

Individual issue selection overall added most to the Fund’s relative returns during the Reporting Period. Within the government/swaps sector, our selection of U.S. Treasuries bolstered performance. Our selection of asset backed securities (“ABS”) and collateralized mortgage obligations (“CMOs”) contributed positively as well. On the other hand, selection within the securitized sector, specifically of agency adjustable-rate mortgage-backed securities, detracted modestly from results.

Within our cross-sector strategy, the Fund benefited from its overweight versus the BofA Index in ABS and agency mortgage-backed securities. In addition, its allocation to collateralized loan obligations (“CLO”) was advantageous. The CLO credit curve flattened significantly during the Reporting Period, with the spread, or yield differential, between BB-rated and AAA-rated tranches tightening almost 120 basis points, which was near its narrowest level since the 2008-2009 financial crisis. (A credit curve is the spread over U.S. Treasuries of various maturities for a single bond issuer. A basis point is 1/100th of a percentage point.)

Did the Fund’s duration and yield curve positioning strategy help or hurt its results during the Reporting Period?

The Fund’s combined tactical duration and yield curve positioning detracted from performance. Throughout the Reporting Period, the Fund held a short duration position relative to the BofA Index. This hurt results as shorter-term U.S. interest rates rose in response to Fed interest rate hikes and intermediate-term and longer-term interest rates fell on political uncertainty and fewer positive economic surprises. Although U.S. economic data softened toward the end of the Reporting Period, the Fund maintained its short duration position, as we believed the market was underestimating the pace of Fed rate hikes in 2017 and 2018. In addition, financial conditions had not tightened due to previous Fed rate increases.

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

During the Reporting Period, we increased the Fund’s exposure to ABS as well as its cash position. We reduced its exposure to U.S. Treasuries. In addition, we decreased the Fund’s exposure to the 10-year segment of the U.S. Treasury yield curve and increased its exposure to the seven-year segment.

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

As market conditions warranted, the Fund used 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

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST HIGH QUALITY FLOATING RATE FUND

 

yield to maturity and the time to maturity for pure discount bonds.) In addition, the Fund employed interest rate swaps to manage interest rate risk and to express our views on the direction of interest rates. The use of Treasury futures and interest rate swaps contributed positively to Fund 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.

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 little exposure to U.S. government securities, which represent 100% of the BofA Index. The Fund had positions in ABS, agency CMOs, residential mortgage-backed securities, agency adjustable-rate mortgage-backed securities, mortgage pass-through securities and quasi-government bonds, 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, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      1.86      N/A        N/A        0.64    4/30/13
Service      1.61        0.52      3.14      3.17      1/09/06
Advisor      1.49        N/A        N/A        0.35      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        0.36      0.79
Service        0.61        1.05  
Advisor        0.76        1.19  

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any fee waivers and/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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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. 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  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  “U.S. Government Agency Security” includes agency securities offered by companies such as FNMA and the 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.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Index Definitions

 

    Bloomberg 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.
    BofA 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, 2017 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Corporate Bonds – 36.6%  
 

Automobiles & Components – 0.5%

 

Ford Motor Credit Co. LLC

 
$ 475,000       5.875     08/02/21     $ 529,689  

 

 

 
 

Banks – 10.0%

 

American Express Co.(a)

 
  75,000       3.625     12/05/24       76,745  
 

Bank of America Corp.

 
  100,000       5.700     01/24/22       112,996  
  225,000       4.125     01/22/24       237,433  
  275,000       4.000     04/01/24       288,164  
  275,000       3.248 (a)      10/21/27       265,741  
  225,000       3.824 (a)(b)      01/20/28       228,907  
 

Bank of Tokyo-Mitsubishi UFJ Ltd. (The)(c)

 
  300,000       2.150     09/14/18       300,625  
 

Citigroup, Inc.

 
  200,000       3.400     05/01/26       197,846  
  75,000       4.125     07/25/28       76,135  
 

Compass Bank(a)

 
  375,000       2.750     09/29/19       377,904  
 

Credit Agricole SA(c)

 
  250,000       4.125     01/10/27       261,369  
 

Credit Suisse AG

 
  325,000       2.300     05/28/19       327,138  
 

Credit Suisse Group Funding Guernsey Ltd.

 
  400,000       3.125     12/10/20       407,523  
 

Deutsche Bank AG

 
  50,000       2.500     02/13/19       50,186  
 

Discover Financial Services(a)

 
  225,000       3.750     03/04/25       222,316  
 

HSBC Holdings plc

 
  225,000       3.400     03/08/21       231,254  
  225,000       3.262 (a)(b)      03/13/23       229,264  
 

ING Bank NV(a)(b)

 
  325,000       4.125     11/21/23       332,073  
 

Intesa Sanpaolo SpA

 
  350,000       3.875     01/16/18       353,237  
 

JPMorgan Chase & Co.

 
  450,000       4.400     07/22/20       479,219  
  275,000       2.700 (a)      05/18/23       271,985  
 

JPMorgan Chase & Co. Series Z(a)(b)

 
  250,000       5.300     12/31/49       260,312  
 

KBC Bank NV(a)(b)

 
  200,000       8.000     01/25/23       206,000  
 

KeyCorp

 
  400,000       2.900     09/15/20       406,919  
 

Kreditanstalt fuer Wiederaufbau(d)

 
  1,000,000       1.125     08/06/18       996,960  
 

Lloyds Bank plc

 
  175,000       2.300     11/27/18       176,041  
 

Macquarie Bank Ltd.(c)

 
  25,000       6.625     04/07/21       28,173  
 

Morgan Stanley

 
  150,000       2.553 (a)(b)      10/24/23       152,604  
  650,000       3.700     10/23/24       667,068  
  75,000       3.625     01/20/27       75,539  

 

 

 
  Corporate Bonds – (continued)  
 

Banks – (continued)

 
 

Morgan Stanley Series F

 
$ 100,000       3.875 %     04/29/24     $ 103,929  
 

Regions Bank

 
  250,000       7.500     05/15/18       261,718  
 

Synchrony Financial(a)

 
  350,000       2.600     01/15/19       351,869  
 

Toronto-Dominion Bank (The)(a)(b)

 
  125,000       3.625     09/15/31       124,023  
 

UBS Group Funding Switzerland AG(c)

 
  350,000       3.000       04/15/21       355,368  
 

UniCredit SpA(c)

 
  400,000       3.750     04/12/22       409,657  
  225,000       4.625     04/12/27       236,703  
 

Wells Fargo & Co.

 
  825,000       3.000     10/23/26       803,350  
 

Westpac Banking Corp.(a)(b)

 
  150,000       4.322     11/23/31       153,739  
     

 

 

 
        11,098,032  

 

 

 
 

Commercial Services – 0.5%

 

Rensselaer Polytechnic Institute

 
  475,000       5.600     09/01/20       514,667  

 

 

 
 

Consumer Services(a) – 0.3%

 

Marriott International, Inc.

 
  125,000       2.875     03/01/21       126,844  
  250,000       2.300     01/15/22       246,710  
     

 

 

 
        373,554  

 

 

 
 

Diversified Financials – 0.3%

 

General Motors Financial Co., Inc.

 
  125,000       3.250     05/15/18       126,465  
  175,000       3.500     07/10/19       179,068  
     

 

 

 
        305,533  

 

 

 
 

Diversified Manufacturing(a) – 0.2%

 

Roper Technologies, Inc.

 
  125,000       3.000     12/15/20       127,937  
  100,000       2.800     12/15/21       100,851  
     

 

 

 
        228,788  

 

 

 
 

Electric – 2.5%

 

Berkshire Hathaway Energy Co.

 
  200,000       6.125     04/01/36       256,942  
 

Dominion Energy, Inc.

 
  250,000       2.579     07/01/20       251,291  
 

Emera US Finance LP(a)

 
  125,000       2.700     06/15/21       125,191  
 

Enel Finance International NV(c)

 
  275,000       2.875     05/25/22       275,381  
 

Entergy Corp.(a)

 
  125,000       2.950     09/01/26       119,695  
 

Exelon Corp.(a)

 
  125,000       3.497     06/01/22       127,705  
 

Florida Power & Light Co.(a)

 
  193,000       4.125     02/01/42       204,423  

 

 

 

 

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, 2017 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Corporate Bonds – (continued)  
 

Electric – (continued)

 
 

NiSource Finance Corp.(a)

 
$ 275,000       3.490 %     05/15/27     $ 276,892  
 

Pacific Gas & Electric Co.(a)

 
  100,000       3.500     06/15/25       103,391  
 

Progress Energy, Inc.

 
  350,000       7.000     10/30/31       463,394  
 

Puget Sound Energy, Inc. Series A(a)(b)

 
  150,000       6.974     06/01/67       144,188  
 

Southern California Edison Co.(a)

 
  175,000       4.050     03/15/42       183,081  
 

Southern Co. (The)(a)

 
  225,000       2.350     07/01/21       223,361  
     

 

 

 
        2,754,935  

 

 

 
 

Energy – 2.4%

 

Anadarko Petroleum Corp.

 
  35,000       3.450 (a)      07/15/24       34,189  
  50,000       5.550 (a)      03/15/26       55,875  
  100,000       6.450     09/15/36       117,709  
 

Apache Corp.(a)

 
  50,000       2.625     01/15/23       48,800  
  150,000       4.250     01/15/44       140,500  
 

Cenovus Energy, Inc.(a)(c)

 
  75,000       4.250     04/15/27       71,447  
 

ConocoPhillips Co.(a)

 
  25,000       3.350     11/15/24       25,489  
  100,000       4.950     03/15/26       111,372  
  100,000       4.150     11/15/34       100,490  
 

Devon Energy Corp.(a)

 
  25,000       4.000     07/15/21       25,764  
  75,000       5.600     07/15/41       77,894  
  80,000       4.750     05/15/42       77,562  
 

Dolphin Energy Ltd.(c)

 
  36,012       5.888     06/15/19       36,912  
 

Energy Transfer LP(a)

 
  75,000       4.650     06/01/21       79,116  
  75,000       4.750     01/15/26       78,024  
 

Kinder Morgan Energy Partners LP(a)

 
  150,000       5.400     09/01/44       151,287  
 

Kinder Morgan, Inc.(a)

 
  425,000       3.050     12/01/19       432,384  
 

Petroleos Mexicanos

 
  30,000       5.500     02/04/19       31,357  
  60,000       6.375     02/04/21       64,968  
  13,000       5.500     06/27/44       11,427  
  70,000       5.625     01/23/46       62,055  
 

Pioneer Natural Resources Co.(a)

 
  125,000       3.450     01/15/21       128,427  
  70,000       3.950     07/15/22       73,350  
 

Plains All American Pipeline LP(a)

 
  50,000       3.650     06/01/22       51,008  
  125,000       4.500     12/15/26       126,419  
 

Sabine Pass Liquefaction LLC(a)

 
  175,000       6.250     03/15/22       198,166  
  175,000       5.625     03/01/25       193,035  

 

 

 
  Corporate Bonds – (continued)  
 

Energy – (continued)

 
 

Valero Energy Corp.

 
$ 100,000       3.650 %     03/15/25     $ 101,965  
     

 

 

 
        2,706,991  

 

 

 
 

Food & Beverage – 1.6%

 

Anheuser-Busch InBev Finance, Inc.(a)

 
  675,000       2.650     02/01/21       684,050  
  200,000       3.650     02/01/26       206,054  
  75,000       4.900     02/01/46       84,648  
 

Kraft Heinz Foods Co.(a)

 
  100,000       2.800     07/02/20       101,496  
  75,000       3.950     07/15/25       77,120  
  125,000       4.375     06/01/46       122,417  
 

Molson Coors Brewing Co.(a)

 
  50,000       2.100     07/15/21       49,169  
  75,000       3.000     07/15/26       72,138  
 

Smithfield Foods, Inc.(c)

 
  125,000       2.700     01/31/20       125,659  
 

Suntory Holdings Ltd.(c)

 
  275,000       2.550     09/29/19       277,219  
     

 

 

 
        1,799,970  

 

 

 
 

Food & Staples Retailing(a) – 0.9%

 

CVS Health Corp.

 
  125,000       2.800       07/20/20       127,262  
  125,000       4.125     05/15/21       132,155  
  225,000       3.500     07/20/22       233,339  
  89,000       3.875     07/20/25       92,537  
  275,000       2.875     06/01/26       266,499  
 

Walgreens Boots Alliance, Inc.

 
  125,000       3.450     06/01/26       124,736  
     

 

 

 
        976,528  

 

 

 
 

Health Care Equipment & Services – 1.7%

 

Aetna, Inc.(a)

 
  75,000       2.800     06/15/23       74,870  
 

Becton Dickinson and Co.

 
  175,000       2.675     12/15/19       177,143  
  275,000       2.894 (a)      06/06/22       275,860  
  275,000       3.363 (a)      06/06/24       275,629  
  100,000       4.685 (a)      12/15/44       102,986  
 

Cigna Corp.(a)

 
  150,000       3.250     04/15/25       150,585  
 

CR Bard, Inc.(a)

 
  260,000       3.000     05/15/26       260,841  
 

Medtronic, Inc.

 
  75,000       2.500     03/15/20       76,087  
  150,000       3.150     03/15/22       155,225  
 

Stryker Corp.(a)

 
  50,000       2.625     03/15/21       50,520  
  125,000       3.375     11/01/25       127,211  
 

UnitedHealth Group, Inc.

 
  100,000       4.625     07/15/35       112,392  
     

 

 

 
        1,839,349  

 

 

 

 

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 Bonds – (continued)  
 

Life Insurance – 0.8%

 

American International Group, Inc.(a)

 
$ 50,000       3.750 %     07/10/25     $ 50,929  
  25,000       4.500     07/16/44       25,422  
  100,000       4.800     07/10/45       106,728  
 

Brighthouse Financial, Inc.(a)(c)

 
  75,000       3.700     06/22/27       74,089  
 

Northwestern Mutual Life Insurance Co. (The)(c)

 
  200,000       6.063     03/30/40       260,160  
 

Principal Financial Group, Inc.(a)

 
  150,000       3.100     11/15/26       147,802  
 

Reliance Standard Life Global Funding II(c)

 
  225,000       2.500     01/15/20       225,370  
     

 

 

 
        890,500  

 

 

 
 

Materials – 0.7%

 

Ecolab, Inc.

 
  100,000       5.500     12/08/41       122,493  
 

LYB International Finance II BV(a)

 
  200,000       3.500     03/02/27       197,148  
 

Sherwin-Williams Co. (The)

 
  125,000       2.250     05/15/20       125,280  
  25,000       2.750 (a)      06/01/22       24,985  
  50,000       3.125 (a)      06/01/24       50,253  
  200,000       3.450 (a)      06/01/27       201,321  
 

Westlake Chemical Corp.(a)

 
  75,000       3.600     08/15/26       74,437  
     

 

 

 
        795,917  

 

 

 
 

Media – 0.5%

 

21st Century Fox America, Inc.(a)

 
  75,000       3.700     09/15/24       78,405  
 

CCO Safari II LLC(a)

 
  50,000       4.464       07/23/22       53,273  
  200,000       4.908     07/23/25       216,064  
  25,000       6.484     10/23/45       30,006  
 

Comcast Corp.(a)

 
  125,000       3.375     08/15/25       128,239  
 

Time Warner Cable LLC

 
  50,000       5.000     02/01/20       53,340  
  25,000       5.875 (a)      11/15/40       27,865  
     

 

 

 
        587,192  

 

 

 
 

Metals and Mining(c) – 0.6%

 

Glencore Finance Canada Ltd.

 
  350,000       2.700     10/25/17       350,525  
 

Glencore Funding LLC

 
  75,000       4.125     05/30/23       76,957  
  200,000       4.000 (a)      03/27/27       196,779  
     

 

 

 
        624,261  

 

 

 
 

Noncaptive-Financial – 0.4%

 

AerCap Ireland Capital DAC

 
  250,000       4.625     07/01/22       267,933  
 

International Lease Finance Corp.(c)

 
  150,000       7.125     09/01/18       158,752  
     

 

 

 
        426,685  

 

 

 
  Corporate Bonds – (continued)  
 

Pharmaceuticals, Biotechnology & Life Sciences – 2.4%

 

AbbVie, Inc.(a)

 
$ 125,000       2.500 %     05/14/20     $ 126,449  
  75,000       2.300     05/14/21       74,814  
 

Allergan Funding SCS

 
  225,000       2.350     03/12/18       225,939  
  25,000       4.850 (a)      06/15/44       27,037  
 

Amgen, Inc.(a)

 
  200,000       3.125     05/01/25       200,442  
 

Bayer US Finance LLC(c)

 
  400,000       3.000     10/08/21       408,074  
 

EMD Finance LLC(a)(c)

 
  375,000       2.950     03/19/22       381,658  
 

Forest Laboratories LLC(a)(c)

 
  87,000       4.375     02/01/19       89,721  
  100,000       5.000     12/15/21       109,180  
 

Mylan NV(a)

   
  300,000       3.950     06/15/26       303,972  
 

Shire Acquisitions Investments Ireland DAC

 
  225,000       1.900     09/23/19       223,955  
  200,000       3.200 (a)      09/23/26       195,571  
 

Teva Pharmaceutical Finance Netherlands III BV

 
  50,000       3.150     10/01/26       47,484  
 

Thermo Fisher Scientific, Inc.(a)

 
  175,000       3.000     04/15/23       176,421  
  100,000       3.650     12/15/25       102,878  
     

 

 

 
        2,693,595  

 

 

 
 

Pipelines(a) – 1.1%

 

Columbia Pipeline Group, Inc.

 
  100,000       3.300     06/01/20       102,462  
 

Enbridge, Inc.

 
  100,000       2.900     07/15/22       99,800  
  50,000       3.500     06/10/24       49,978  
 

EnLink Midstream Partners LP

 
  175,000       4.150     06/01/25       172,815  
  75,000       4.850     07/15/26       78,031  
 

Enterprise Products Operating LLC

 
  25,000       3.350     03/15/23       25,671  
 

Enterprise Products Operating LLC Series A(b)

 
  250,000       4.877       08/01/66       250,937  
 

Sunoco Logistics Partners Operations LP

 
  50,000       4.250     04/01/24       50,572  
 

Williams Partners LP

 
  80,000       3.600     03/15/22       81,733  
  175,000       3.900     01/15/25       176,922  
  125,000       4.000     09/15/25       127,301  
     

 

 

 
        1,216,222  

 

 

 
 

Property/Casualty Insurance – 0.2%

 

Chubb Corp. (The)(a)(b)

 
  125,000       3.408     04/15/37       124,062  
 

Hartford Financial Services Group, Inc. (The)

 
  25,000       5.125     04/15/22       27,751  
 

Willis North America, Inc.(a)

 
  100,000       3.600     05/15/24       101,008  
     

 

 

 
        252,821  

 

 

 

 

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, 2017 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Corporate Bonds – (continued)  
 

Real Estate Investment Trusts – 1.8%

 

American Campus Communities Operating Partnership LP(a)

 
$ 275,000       4.125 %     07/01/24     $ 287,405  
 

Crown Castle International Corp.(a)

 
  75,000       2.250     09/01/21       73,785  
 

CubeSmart LP(a)

 
  125,000       4.000     11/15/25       127,669  
 

HCP, Inc.(a)

 
  25,000       2.625     02/01/20       25,183  
 

Healthcare Realty Trust, Inc.

 
  350,000       5.750     01/15/21       383,333  
 

Healthcare Trust of America Holdings LP(a)

 
  100,000       3.375     07/15/21       102,001  
 

National Retail Properties, Inc.(a)

 
  125,000       4.000     11/15/25       127,824  
 

Select Income REIT(a)

 
  50,000       2.850     02/01/18       50,208  
  75,000       3.600     02/01/20       76,005  
 

Ventas Realty LP(a)

 
  150,000       3.100     01/15/23       150,501  
  125,000       3.500     02/01/25       124,190  
 

VEREIT Operating Partnership LP(a)

 
  75,000       4.875     06/01/26       79,288  
 

Welltower, Inc.

 
  375,000       2.250     03/15/18       375,986  
     

 

 

 
        1,983,378  

 

 

 
 

Retailing(a) – 0.1%

 

Home Depot, Inc. (The)

 
  75,000       4.250     04/01/46       80,466  

 

 

 
 

Software & Services(a) – 0.5%

 

Fidelity National Information Services, Inc.

 
  250,000       3.625     10/15/20       261,886  
  125,000       3.000     08/15/26       121,039  
 

Fiserv, Inc.

 
  150,000       2.700     06/01/20       151,768  
     

 

 

 
        534,693  

 

 

 
 

Technology – 1.6%

 

Amphenol Corp.(a)

 
  125,000       3.125     09/15/21       127,906  
 

Broadcom Corp.(a)(c)

 
  275,000       3.625     01/15/24       281,324  
  25,000       3.875     01/15/27       25,673  
 

Cisco Systems, Inc.

 
  100,000       2.200       02/28/21       100,540  
 

DXC Technology Co.(a)(c)

 
  150,000       4.250     04/15/24       155,194  
 

Hewlett Packard Enterprise Co.(a)

 
  125,000       4.900     10/15/25       131,050  
 

NXP BV(c)

 
  375,000       4.125     06/01/21       394,875  
 

Oracle Corp.(a)

 
  200,000       2.500     05/15/22       201,898  

 

 

 
  Corporate Bonds – (continued)  
 

Technology – (continued)

 
 

QUALCOMM, Inc.(a)

 
$ 150,000       2.600 %     01/30/23     $ 149,453  
  175,000       2.900     05/20/24       174,643  
     

 

 

 
        1,742,556  

 

 

 
 

Tobacco – 0.7%

 

Imperial Brands Finance plc(c)

 
  400,000       2.050     02/11/18       400,396  
 

Reynolds American, Inc.(a)

 
  375,000       4.450     06/12/25       401,756  
     

 

 

 
        802,152  

 

 

 
 

Transportation(c) – 0.5%

 

ERAC USA Finance LLC

 
  350,000       2.350     10/15/19       350,544  
 

Penske Truck Leasing Co. LP(a)

 
  200,000       3.375     02/01/22       204,877  
     

 

 

 
        555,421  

 

 

 
 

Wireless Telecommunications – 3.4%

 

American Tower Corp.

 
  75,000       3.300 (a)      02/15/21       76,959  
  125,000       4.700     03/15/22       135,343  
 

AT&T, Inc.

 
  225,000       2.300     03/11/19       226,335  
  25,000       2.800 (a)      02/17/21       25,265  
  175,000       3.200 (a)      03/01/22       177,135  
  250,000       3.800     03/15/22       258,758  
  150,000       3.000 (a)      06/30/22       150,078  
  135,000       3.600 (a)      02/17/23       138,167  
  200,000       3.400 (a)      05/15/25       196,618  
  100,000       4.125 (a)      02/17/26       102,527  
  100,000       4.250 (a)      03/01/27       103,395  
 

Verizon Communications, Inc.

 
  850,000       4.500     09/15/20       908,005  
  621,000       2.946 (c)     03/15/22       625,315  
  400,000       5.150     09/15/23       444,315  
  150,000       2.625     08/15/26       137,969  
     

 

 

 
        3,706,184  

 

 

 
 

Wirelines Telecommunications – 0.4%

 

Telefonica Emisiones SAU

 
  175,000       3.192     04/27/18       176,850  
  225,000       5.462     02/16/21       247,484  
     

 

 

 
        424,334  

 

 

 
  TOTAL CORPORATE BONDS  
  (Cost $39,726,426)   $ 40,444,413  

 

 

 
     
  Mortgage-Backed Securities – 25.0%  
 

Adjustable Rate FHLMC(b) – 0.4%

 
$ 463,060       2.821     09/01/35     $ 488,534  

 

 

 

 

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 Securities – (continued)  
 

Adjustable Rate FNMA(b) – 0.8%

 
$ 212,058       3.125     05/01/33     $ 220,413  
  382,591       3.208     05/01/35       404,897  
  234,278       3.194     09/01/35       248,420  
     

 

 

 
        873,730  

 

 

 
 

FHLMC – 1.8%

 
  13,627       5.500     02/01/18       13,751  
  1,306       5.500     04/01/18       1,317  
  785       4.500     09/01/18       797  
  2,088       5.500     09/01/18       2,125  
  12       9.500     08/01/20       12  
  22,608       6.500     10/01/20       25,043  
  5,928       4.500     07/01/24       6,281  
  34,060       4.500     11/01/24       36,193  
  8,082       4.500     12/01/24       8,567  
  8,615       6.000     03/01/29       9,681  
  151       6.000     04/01/29       169  
  10,493       7.500     12/01/29       12,232  
  110,559       7.000     05/01/32       129,716  
  176       6.000     08/01/32       196  
  56,031       7.000     12/01/32       65,829  
  3,366       5.000     10/01/33       3,662  
  5,015       5.000     07/01/35       5,480  
  6,893       5.000     12/01/35       7,586  
  56,327       5.500     01/01/37       62,244  
  1,486       5.000     03/01/38       1,622  
  97,149       7.000     02/01/39       112,486  
  3,371       5.000     06/01/41       3,685  
  1,438,329       3.500     04/01/43       1,486,198  
     

 

 

 
        1,994,872  

 

 

 
 

FNMA – 10.3%

 
  14,560       5.500     02/01/18       14,686  
  15,786       5.000     05/01/18       15,970  
  1,925       6.500     08/01/18       1,962  
  11,025       7.000     08/01/18       11,175  
  715       5.000     06/01/23       755  
  66,667       5.500     09/01/23       70,802  
  18,504       5.500     10/01/23       19,726  
  3,764       4.500     07/01/24       3,985  
  89,697       4.500     11/01/24       95,294  
  39,548       4.500     12/01/24       42,044  
  60       7.000     07/01/25       68  
  10,638       9.000     11/01/25       12,270  
  36,488       7.000     08/01/26       41,260  
  629       7.000     08/01/27       726  
  4,839       7.000     09/01/27       5,243  
  112       7.000     01/01/28       128  
  61,139       6.000     02/01/29       69,344  
  55,474       6.000     06/01/29       62,934  
  18,293       8.000     10/01/29       20,882  
  5,090       7.000     12/01/29       5,861  
  1,274       8.500     04/01/30       1,549  
  2,371       8.000     05/01/30       2,703  
  221       8.500     06/01/30       243  

 

 

 
  Mortgage-Backed Securities – (continued)  
 

FNMA – (continued)

 
$ 6,142       7.000 %     05/01/32     $ 7,149  
  47,955       7.000     06/01/32       56,286  
  56,528       7.000     08/01/32       66,484  
  8,992       8.000     08/01/32       10,100  
  2,652       5.000     08/01/33       2,903  
  642       5.500     09/01/33       720  
  804       5.500     02/01/34       901  
  164       5.500     04/01/34       185  
  5,412       5.500     12/01/34       6,073  
  26,491       5.000       04/01/35       29,138  
  47,063       6.000     04/01/35       53,248  
  1,079       5.500     09/01/35       1,215  
  103,630       6.000     10/01/35       118,221  
  231,900       6.000     09/01/36       263,833  
  68       5.500     02/01/37       77  
  139       5.500     04/01/37       157  
  148,525       5.500     08/01/37       165,094  
  206       5.500     03/01/38       231  
  217       5.500     06/01/38       244  
  158       5.500     07/01/38       177  
  151       5.500     08/01/38       170  
  119       5.500     09/01/38       133  
  2,278       5.500     10/01/38       2,561  
  50       5.500     12/01/38       57  
  123,215       5.000     01/01/39       136,132  
  60,516       7.000     03/01/39       70,085  
  193,840       6.000     05/01/39       218,700  
  13,971       4.500     08/01/39       15,205  
  54,962       3.000     01/01/43       55,363  
  217,733       3.000     03/01/43       219,324  
  303,487       3.000     04/01/43       305,721  
  227,804       3.000     05/01/43       229,539  
  765,229       3.500     07/01/43       789,212  
  800,826       4.500     04/01/45       873,526  
  94,634       4.500     05/01/45       101,781  
  841,098       3.500     05/01/46       866,364  
  1,000,000       4.000     TBA-30yr (e)      1,049,473  
  3,000,000       3.500     TBA-30yr (e)      3,080,625  
  2,000,000       4.000     TBA-30yr (e)      2,102,031  
     

 

 

 
        11,398,048  

 

 

 
 

GNMA – 11.7%

 
  2,018       7.000     10/15/25       2,052  
  7,235       7.000     11/15/25       7,795  
  1,181       7.000     02/15/26       1,212  
  5,513       7.000     04/15/26       6,096  
  3,176       7.000     03/15/27       3,667  
  24,125       7.000     11/15/27       27,073  
  397       7.000     01/15/28       434  
  17,630       7.000     02/15/28       19,137  
  2,278       7.000     03/15/28       2,604  
  1,012       7.000     04/15/28       1,177  
  215       7.000     05/15/28       245  
  3,756       7.000     06/15/28       4,348  
  7,879       7.000     07/15/28       9,159  

 

 

 

 

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, 2017 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Mortgage-Backed Securities – (continued)  
 

GNMA – (continued)

 
$ 13,418       7.000 %     09/15/28     $ 15,636  
  2,256       7.000     11/15/28       2,624  
  2,554       7.500     11/15/30       2,562  
  149,672       6.000     08/20/34       169,701  
  159,046       5.000     06/15/40       173,962  
  749,669       4.000     08/20/43       792,394  
  387,647       4.000     08/20/45       408,650  
  1,573,838       4.000     10/20/45       1,658,124  
  60,618       4.000     11/20/45       63,845  
  828,086       4.000     01/20/46       871,657  
  289,615       4.000     02/20/46       304,854  
  793,308       4.000     03/20/46       835,050  
  3,317,894       4.000     04/20/46       3,492,990  
  840,694       4.000     05/20/46       885,060  
  997,991       4.000     05/20/47       1,052,686  
  1,000,000       4.000     06/20/47       1,055,723  
  1,000,000       4.000       07/20/47       1,056,289  
     

 

 

 
        12,926,806  

 

 

 
  TOTAL MORTGAGE-BACKED SECURITIES  
  (Cost $27,549,246)     $ 27,681,990  

 

 

 
     
  Collateralized Mortgage Obligations – 2.2%  
 

Adjustable Rate Non-Agency(a)(b) – 0.5%

 
 

Alternative Loan Trust Series 2005-38, Class A1

 
$ 111,891       2.232     09/25/35     $ 109,505  
 

Lehman XS Trust Series 2005-7N, Class 1A1A

 
  200,848       1.486     12/25/35       192,899  
 

MASTR Adjustable Rate Mortgages Trust Series 2006-OA2,
Class 4A1A

 
 
  251,890       1.582     12/25/46       247,202  
     

 

 

 
        549,606  

 

 

 
 

Regular Floater(b) – 1.3%

 
 

Connecticut Avenue Securities Series 2014-C03, Class 1M1(a)

 
  7,506       2.416     07/25/24       7,517  
 

Mortgage Repurchase Agreement Financing Trust Series 2016-1,
Class A1(a)(c)

 
 
  300,000       2.017     04/10/19       300,034  
 

Mortgage Repurchase Agreement Financing Trust Series 2016-1,
Class A2(a)(c)

 
 
  200,000       2.067     04/10/19       200,047  
 

Mortgage Repurchase Agreement Financing Trust Series 2016-2,
Class A(a)(c)

 
 
  500,000       2.417     03/10/19       500,074  
 

Mortgage Repurchase Agreement Financing Trust Series 2017-1,
Class A1(a)(c)

 
 
  150,000       1.967     07/10/19       150,063  
 

Station Place Securitization Trust Series 2015-2, Class A(c)

 
  300,000       2.189     05/15/18       300,000  
     

 

 

 
        1,457,735  

 

 

 
  Collateralized Mortgage Obligations – (continued)  
 

Sequential Fixed Rate – 0.4%

 
 

FNMA REMIC Series 2012-111, Class B

 
$ 19,678       7.000 %     10/25/42     $ 22,688  
 

FNMA REMIC Series 2012-153, Class B

 
  52,106       7.000     07/25/42       60,312  
 

NCUA Guaranteed Notes Series A4

 
  300,000       3.000     06/12/19       307,757  
     

 

 

 
        390,757  

 

 

 
  TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS  
  (Cost $2,334,533)     $ 2,398,098  

 

 

 
     
  Commercial Mortgage-Backed Security(b) – 0.3%
 

Sequential Fixed Rate – 0.3%

 
 

Wachovia Bank Commercial Mortgage Trust Series 2007-C34,
Class A1A

 
 
$ 297,269       5.608     05/15/46     $ 297,294  
  (Cost $327,437)    

 

 

 
     
  U.S. Government Agency Securities – 2.0%  
 

FHLB

 
$ 600,000       2.125 %     06/09/23     $ 599,636  
  100,000       3.375     12/08/23       106,713  

 

 

 
 

FNMA

 
  400,000       1.875       09/24/26       379,258  
  400,000       6.250     05/15/29       542,584  

 

 

 
 

Tennessee Valley Authority

 
  500,000       3.875     02/15/21       536,975  

 

 

 
  TOTAL U.S. GOVERNMENT AGENCY SECURITIES  
  (Cost $2,154,005)   $ 2,165,166  

 

 

 
     
  Asset-Backed Securities(b) – 12.1%  
 

Collateralized Loan Obligations(c) – 4.5%

 

Acis CLO Ltd. Series 2013-1A, Class ACOM(a)

 
$ 1,500,000       2.386 %     04/18/24     $ 1,491,450  
 

Acis CLO Ltd. Series 2013-2A, Class BR(a)

 
  121,437       2.208     10/14/22       121,454  
 

Acis CLO Ltd. Series 2013-2A, Class C2R(a)

 
  200,000       2.458     10/14/22       199,999  
 

BlueMountain CLO Ltd. Series 2014-2A, Class AR(a)

 
  550,000       0.000     07/20/26       550,000  
 

Cutwater Ltd. Series 2014-1A, Class A1AR(a)

 
  550,000       2.469     07/15/26       549,724  
 

Neuberger Berman CLO XIX Ltd. Series 2015-19A, Class A1R(a)

 
  550,000       0.000     07/15/27       550,000  
 

OFSI Fund V Ltd. Series 2013-5A, Class A1LA

 
  734,299       2.088     04/17/25       732,487  
 

Voya CLO Ltd. Series 2014-4A, Class A1R(a)

 
  800,000       0.000     10/14/26       800,000  
     

 

 

 
        4,995,114  

 

 

 

 

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)  
 

Home Equity(a) – 0.1%

 

GMACM Home Equity Loan Trust Series 2007-HE3, Class 1A1

 
$ 29,649       7.000 %     09/25/37     $ 30,107  
 

GMACM Home Equity Loan Trust Series 2007-HE3, Class 2A1

 
  77,412       6.809     09/25/37       79,766  
     

 

 

 
        109,873  

 

 

 
 

Student Loans – 7.5%

 

Academic Loan Funding Trust Series 2012-1A, Class A2(a)(c)

 
  550,000       2.316     12/27/44       547,966  
 

AccessLex Institute Series 2005-2, Class A3(a)

 
  133,247       1.352     11/22/24       133,239  
 

Brazos Higher Education Authority, Inc. Series 2005-2, Class A11

 
  99,024       1.436     09/27/21       98,847  
 

Chase Education Loan Trust Series 2007-A, Class A3(a)

 
  45,210       1.365     12/28/23       45,081  
 

ECMC Group Student Loan Trust Series 2016-1A, Class A(a)(c)

 
  520,816       2.566     07/26/66       523,580  
 

Edsouth Indenture No. 10 LLC Series 2015-2, Class A(a)(c)

 
  333,744       2.216     12/25/56       333,744  
 

EFS Volunteer No. 2 LLC Series 2012-1, Class A2(a)(c)

 
  550,000       2.566     03/25/36       558,702  
 

EFS Volunteer No. 3 LLC Series 2012-1, Class A3(a)(c)

 
  350,000       2.216     04/25/33       351,101  
 

Montana Higher Education Student Assistance Corp.
Series 2012-1, Class A3(a)

 
 
  300,000       2.262       07/20/43       294,389  
 

Navient Student Loan Trust Series 2016-5A, Class A(a)(c)

 
  1,052,228       2.466     06/25/65       1,068,826  
 

Navient Student Loan Trust Series 2016-7A, Class A(a)(c)

 
  513,870       2.366     03/25/66       519,740  
 

Nelnet Student Loan Trust Series 2006-1, Class A6(a)(c)

 
  500,000       1.636     08/23/36       477,955  
 

Nelnet Student Loan Trust Series 2006-2, Class A5(a)

 
  293,782       1.256     01/25/30       293,355  
 

Northstar Education Finance, Inc. Series 2004-2, Class A3

 
  1,253       1.342     07/30/18       1,252  
 

Northstar Education Finance, Inc. Series 2007-1, Class A1(a)

 
  100,000       1.272     04/28/30       98,509  
 

Scholar Funding Trust Series 2010-A, Class A(a)(c)

 
  146,419       1.922     10/28/41       144,301  
 

SLC Student Loan Trust Series 2006-1, Class A5(a)

 
  457,237       1.356     03/15/27       455,172  
 

SLM Student Loan Trust Series 2003-7A, Class A5A(a)(c)

 
  415,138       2.446     12/15/33       419,385  
 

SLM Student Loan Trust Series 2004-8A, Class A6(a)(c)

 
  400,000       1.786     01/25/40       394,830  
 

SLM Student Loan Trust Series 2005-3, Class A5(a)

 
  164,684       1.246     10/25/24       164,430  
 

SLM Student Loan Trust Series 2005-5, Class A5(a)

 
  100,000       1.906     10/25/40       97,756  
 

SLM Student Loan Trust Series 2006-2, Class A5(a)

 
  184,485       1.266     07/25/25       184,474  
 

SLM Student Loan Trust Series 2007-7, Class A4(a)

 
  212,862       1.486     01/25/22       209,592  

 

 

 
  Asset-Backed Securities(b) – (continued)  
 

Student Loans – (continued)

 
 

SLM Student Loan Trust Series 2008-5, Class A4(a)

 
$ 438,554       2.856 %     07/25/23     $ 449,307  
 

SLM Student Loan Trust Series 2008-6, Class A4(a)

 
  300,000       2.256     07/25/23       301,639  
 

SLM Student Loan Trust Series 2008-8, Class A4(a)

 
  150,000       2.656     04/25/23       153,412  
     

 

 

 
        8,320,584  

 

 

 
  TOTAL ASSET-BACKED SECURITIES  
  (Cost $13,266,144)   $ 13,425,571  

 

 

 
     
  Foreign Government Securities – 2.3%  
 

Colombia Government International Bond(a)

 
$ 240,000       4.000     02/26/24     $ 249,000  
 

Hashemite Kingdom of Jordan Government AID Bond(f)

 
  700,000       2.503     10/30/20       713,538  
 

Indonesia Government International Note(c)

 
  230,000       4.750     01/08/26       246,962  
 

Israel Government AID Bond(f)

 
  400,000       5.500     09/18/23       476,304  
  200,000       5.500     12/04/23       237,678  
  100,000       5.500     04/26/24       119,154  
 

Mexico Government International Bond

 
  470,000       3.600       01/30/25       476,580  

 

 

 
  TOTAL FOREIGN GOVERNMENT SECURITIES  
  (Cost $2,485,058)   $ 2,519,216  

 

 

 
     
  Supranational – 0.2%  
 

Inter-American Development Bank

 
$ 200,000       1.000 %     02/27/18     $ 198,930  
  (Cost $199,734)    

 

 

 
     
  Municipal Bonds – 0.8%  
 

California – 0.3%

 
 

California State Various Purpose GO Bonds Series 2010

 
$ 140,000       7.950     03/01/36     $ 159,720  
  105,000       7.625     03/01/40       160,414  
     

 

 

 
        320,134  

 

 

 
 

Illinois – 0.2%

 
 

Illinois State GO Bonds for Build America Bonds Series 2010-5

 
  250,000       7.350     07/01/35       267,498  

 

 

 
 

Ohio – 0.3%

 
 

American Municipal Power, Inc. RB Build America Bond
Series 2010 E RMKT

 
 
  250,000       6.270     02/15/50       310,532  

 

 

 
  TOTAL MUNICIPAL BONDS  
  (Cost $750,161)   $ 898,164  

 

 

 

 

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, 2017 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  U.S. Treasury Obligations – 23.6%  
 

U.S. Treasury Bonds

 
$ 470,000       2.750     11/15/42     $ 464,642  
  410,000       3.125     02/15/43       433,349  
  490,000       3.625     02/15/44       564,730  
  490,000       3.125     08/15/44       517,856  
  100,000       3.000     11/15/44       103,224  
  200,000       2.875     08/15/45       201,162  
  1,350,000       3.000 (g)     11/15/45       1,391,040  
  5,200,000       2.875     11/15/46       5,230,420  
  130,000       3.000     05/15/47       134,219  
 

U.S. Treasury Inflation Indexed Bond (TIPS)

 
  101,297       0.875     02/15/47       98,466  
 

U.S. Treasury Inflation Indexed Notes (TIPS)

 
  261,043       0.125     04/15/20       261,541  
  257,930       0.125     04/15/21       257,688  
  429,668       0.625     01/15/24       436,095  
  412,952       0.250     01/15/25       405,924  
  205,818       0.625     01/15/26       207,287  
 

U.S. Treasury Notes

 
  1,400,000       1.375       04/30/21       1,382,276  
  2,630,000       2.250     01/31/24       2,654,906  
  610,000       2.125     03/31/24       610,415  
  4,400,000       2.000     04/30/24       4,366,824  
  3,100,000       2.000     05/31/24       3,074,828  
  620,000       2.000     06/30/24       614,526  
  1,640,000       2.250     11/15/25       1,640,508  
 

U.S. Treasury STRIPS Bond(h)

 
  1,800,000       0.000     02/15/36       1,080,216  

 

 

 
  TOTAL U.S. TREASURY OBLIGATIONS  
  (Cost $25,896,025)   $ 26,132,142  

 

 

 

 

Shares    

Distribution

Rate

    Value  
  Investment Company(b)(i) – 1.0%  
 

Goldman Sachs Financial Square Government Fund —
 Institutional Shares


 
  1,111,197       0.845   $ 1,111,197  
  (Cost $1,111,197)    

 

 

 
  TOTAL INVESTMENTS – 106.1%  
  (Cost $115,799,966)     $ 117,272,181  

 

 

 
 

LIABILITIES IN EXCESS OF
OTHER ASSETS – (6.1)%


 
    (6,767,062

 

 

 
  NET ASSETS – 100.0%     $ 110,505,119  

 

 

 

 

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, 2017.
(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 $19,180,400, which represents approximately 17.4% of net assets as of June 30, 2017.
(d)   Guaranteed by a foreign government until maturity. Total market value of these securities amounts to $996,960, which represents 0.9% of net assets as of June 30, 2017.
(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 $6,232,129 which represents approximately 5.6% of net assets as of June 30, 2017.
(f)   Guaranteed by the United States Government. Total market value of these securities amounts to $1,546,674, which represents 1.4% of net assets as of June 30, 2017.
(g)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.
(h)   Issued with a zero coupon. Income is recognized through the accretion of discount.
(i)   Represents an affiliated issuer.

 

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
NIBOR   —Norwegian 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
TIPS   —Treasury Inflation-Protected Securities
UK-RPI   —United Kingdom Retail Price Index
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
TWD   —Taiwan Dollar
USD   —United States Dollar

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST CORE FIXED INCOME FUND

 

 

 

ADDITIONAL INVESTMENT INFORMATION

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS — At June 30, 2017, 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
 
Morgan Stanley Co., Inc.    AUD 222,000      NZD 232,835        09/20/17      $ 170,460      $ 85  
   AUD 155,487      USD 116,312        07/27/17        119,470        3,158  
   AUD 2,313,532      USD 1,753,677        09/20/17        1,776,424        22,747  
   CAD 3,857,056      USD 2,887,365        09/20/17        2,977,998        90,633  
   EUR 30,663      AUD 45,532        09/20/17        35,167        206  
   EUR 376,000      CHF 410,430        09/20/17        431,225        1,049  
   EUR 77,000      GBP 67,509        09/20/17        88,309        170  
   EUR 262,792      JPY 32,445,614        09/20/17        301,389        11,931  
   EUR 46,000      NOK 438,141        09/20/17        52,756        196  
   EUR 895,867      USD 1,014,775        08/24/17        1,025,963        11,188  
   EUR 987,653      USD 1,119,608        09/20/17        1,132,715        13,107  
   GBP 53,857      CAD 90,860        09/20/17        70,316        163  
   GBP 54,270      EUR 61,140        09/20/17        70,855        735  
   GBP 299,534      USD 382,174        08/10/17        390,599        8,425  
   GBP 522,887      USD 664,318        09/20/17        682,680        18,362  
   JPY 35,797,320      USD 318,614        09/20/17        319,360        746  
   NOK 581,007      CAD 90,080        09/20/17        69,699        149  
   NOK 1,429,977      CHF 163,000        09/20/17        171,544        702  
   NOK 4,941,332      EUR 514,363        09/20/17        592,775        2,866  
   NOK 1,453,064      USD 172,000        09/20/17        174,313        2,313  
   NZD 1,633,799      USD 1,177,878        09/20/17        1,195,524        17,646  
   SEK 30,540,838      EUR 3,134,894        09/20/17        3,640,937        45,967  
   SEK 996,930      NOK 969,446        09/20/17        118,862        2,565  
   SEK 875,996      USD 98,920        07/12/17        104,020        5,100  
   SEK 809,796      USD 93,221        09/20/17        96,550        3,329  
   USD 31,393      EUR 27,366        09/20/17        31,385        8  
   USD 94,955      JPY 10,525,255        07/20/17        93,642        1,313  
   USD 4,316,298      JPY 475,009,536        09/20/17        4,237,717        78,581  
     USD 285      TWD 8,564        09/11/17        282        3  
TOTAL                                        $ 343,443  

 

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, 2017 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS

 

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 
Morgan Stanley Co., Inc.    CHF 766,597      EUR 706,762        09/20/17      $ 803,479      $ (7,089
   EUR 36,577      CAD 54,354        09/20/17        41,950        (17
   EUR  1,013,855      SEK 9,795,681        09/20/17        1,162,766        (5,159
   EUR 75,000      USD 86,032        09/20/17        86,016        (16
   JPY  29,370,806      EUR 234,032        09/20/17        262,027        (6,379
   JPY 11,613,101      USD 104,768        07/20/17        103,320        (1,448
   JPY  317,857,123      USD 2,860,061        09/20/17        2,835,710        (24,351
   NOK 1,346,973      CAD 210,274        09/20/17        161,586        (764
   NOK  19,667,573      EUR 2,072,218        09/20/17        2,359,376        (17,199
   NZD 236,000      CAD 225,159        09/20/17        172,692        (1,151
   USD 122,287      AUD 163,475        07/27/17        125,607        (3,320
   USD 1,818,745      AUD 2,406,563        09/20/17        1,847,857        (29,112
   USD 2,920,772      CAD 3,862,396        09/20/17        2,982,121        (61,349
   USD 342,000      CHF 326,678        09/20/17        342,395        (395
   USD 910,749      EUR 805,000        08/24/17        921,901        (11,152
   USD 1,856,019      EUR 1,639,032        09/20/17        1,879,766        (23,747
   USD 410,925      GBP 322,068        08/10/17        419,984        (9,059
   USD 3,421,600      GBP 2,672,570        09/20/17        3,489,313        (67,713
   USD 51,000      JPY 5,720,517        09/20/17        51,035        (35
   USD 34,365      NOK 290,809        09/20/17        34,886        (521
   USD 1,638,400      NZD 2,266,097        09/20/17        1,658,204        (19,804
   USD 107,092      SEK 948,368        07/12/17        112,613        (5,521
     USD 72,118      SEK 614,197        09/20/17        73,230        (1,112
TOTAL                                        $ (296,413

FORWARD SALES CONTRACT — At June 30, 2017, the Fund had the following forward sales contract:

 

Description      Interest
Rate
       Maturity
Date(a)
       Settlement
Date
       Principal
Amount
       Value  

FHLMC (Proceeds Received: $1,031,992)

       3.500        TBA-30yr          07/15/47        $ (1,000,000      $ (1,027,148

 

(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.

 

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)

 

FUTURES CONTRACTS — At June 30, 2017, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
       Current
Value
       Unrealized
Gain (Loss)
 
3 Year Australian Government Bonds        21          September 2017        $ 1,802,145        $ (11,032
90 Day Eurodollar        (14        December 2018          (3,437,000        (3,488
U.S. Long Bonds        11          September 2017          1,690,563          2,234  
U.S. Ultra Long Treasury Bonds        (8        September 2017          (1,327,000        (12,833
2 Year U.S. Treasury Notes        43          September 2017          9,292,703          (10,854
5 Year U.S. Treasury Notes        33          September 2017          3,888,586          (14,482

10 Year U.S. Treasury Notes

       (33        September 2017          (4,142,531        32,137  
TOTAL                                       $ (18,318

SWAP CONTRACTS — At June 30, 2017, the Fund had the following swap contracts:

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   $ 4,534     $ 1,271  
GBP 14,860 (a)      06/21/18      0.590   3 Month LIBOR     733        
SEK 9,950 (a)      09/15/18      (0.330)   3 Month STIBOR     52       664  
EUR 3,860 (a)      03/14/19      0.010   6 Month EURIBOR     (453     5,088  
CHF 4,360 (a)      03/29/19      (0.554)   6 Month LIBOR     173       (2,371
$ 3,040 (a)      05/11/19      3 Month LIBOR   1.826%     (336     (2,516
SEK 12,530 (a)      06/29/19      (0.100)   3 Month STIBOR     8       (953
AUD 3,080 (a)      09/20/19      3 Month BBR   1.800     2,633       7,306  
CAD 18,740 (a)      09/20/19      1.250   3 Month BA     (19,927     (50,148
NOK 2,400 (a)      09/20/19      1.000   6 Month NIBOR     (669     (218
$ 2,390 (a)      09/20/19      3 Month LIBOR   1.750     (6,314     2,679  
  10,680 (a)      12/20/19      2.250   3 Month LIBOR     15,389       22,761  
EUR 4,670 (a)      02/11/21      0.250   6 Month EURIBOR     1,005       (4,936
$ 3,010 (a)      02/11/21      3 Month LIBOR   2.250     5,692       (19,104
GBP 890 (a)      03/11/21      6 Month LIBOR   1.000     (317     1,532  
AUD 170 (a)      09/20/22      6 Month BBR   2.250     259       1,660  
CAD 1,000 (a)      09/20/22      1.500   3 Month BA     (3,194     (8,078
EUR 3,730 (a)      09/20/22      0.250   6 Month EURIBOR     15,114       (31,972
SEK 16,860 (a)      09/20/22      0.250   3 Month STIBOR     (3,818     (22,329
$ 5,990 (a)      09/20/22      3 Month LIBOR   2.000     (31,685     29,821  
EUR 1,580 (a)      01/12/27      1.330   6 Month EURIBOR     (12,082     2,218  
GBP 1,650 (a)      03/16/27      1.600   6 Month LIBOR     10,376       (20,124
EUR 2,330 (a)      09/20/27      1.000   6 Month EURIBOR     52,790       (38,728
GBP 1,610 (a)      09/20/27      6 Month LIBOR   1.500     (70,498     47,824  
$ 560 (a)      09/20/27      2.500   3 Month LIBOR     17,971       (7,694
  1,510 (a)      12/20/28      3 Month LIBOR   2.790     (25,125     (19,340
GBP 1,260 (a)      01/11/32      6 Month LIBOR   1.940     5,521       (863
  330 (a)      09/20/32      6 Month LIBOR   1.500     (7,420     12,082  
  1,160 (a)      03/17/37      6 Month LIBOR   1.750     (2,708     27,547  
JPY 14,480 (a)      09/20/37      6 Month LIBOR   0.750     (2,823     853  
GBP 100 (a)      09/20/47      6 Month LIBOR   1.500     (2,952     6,821  
$ 100 (a)      09/20/47      3 Month LIBOR   2.500     (1,952     2,837  
  TOTAL   $ (60,023   $ (56,410

 

(a) Represents forward starting interest rate swaps whose effective dates of commencement of accruals and cash flows occur subsequent to June 30, 2017.

 

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, 2017 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

CENTRALLY CLEARED INFLATION-LINKED SWAP CONTRACT

 

            Rates Exchanged       
Notional
Amount
(000’s)
     Termination
Date
  

Payments

Received

  Payments
Made
   Unrealized
Gain (Loss)(a)
 
GBP 100      06/15/27    3.364%   1 Month UK-RPI    $ (1,024

 

(a) 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.

 

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, 2017 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – 99.3%  
 

Automobiles & Components – 0.7%

  1,684      BorgWarner, Inc.    $ 71,334  
  2,151      Delphi Automotive plc      188,535  
  31,981      Ford Motor Co.      357,867  
  11,090      General Motors Co.      387,374  
  1,969      Goodyear Tire & Rubber Co. (The)      68,836  
  1,380      Harley-Davidson, Inc.      74,548  
     

 

 

 
        1,148,494  

 

 

 
 

Banks – 6.5%

  80,705      Bank of America Corp.      1,957,903  
  6,525      BB&T Corp.      296,300  
  22,318      Citigroup, Inc.      1,492,628  
  4,082      Citizens Financial Group, Inc.      145,646  
  1,406      Comerica, Inc.      102,976  
  6,115      Fifth Third Bancorp      158,746  
  9,041      Huntington Bancshares, Inc.      122,234  
  28,821      JPMorgan Chase & Co.      2,634,240  
  8,868      KeyCorp      166,186  
  1,254      M&T Bank Corp.      203,085  
  2,617      People’s United Financial, Inc.      46,216  
  3,909      PNC Financial Services Group, Inc. (The)      488,117  
  9,850      Regions Financial Corp.      144,204  
  3,892      SunTrust Banks, Inc.      220,754  
  12,884      US Bancorp      668,937  
  36,475      Wells Fargo & Co.      2,021,080  
  1,723      Zions Bancorp      75,657  
     

 

 

 
        10,944,909  

 

 

 
 

Capital Goods – 7.3%

  4,857      3M Co.      1,011,179  
  372      Acuity Brands, Inc.      75,620  
  813      Allegion plc      65,951  
  1,824      AMETEK, Inc.      110,480  
  3,558      Arconic, Inc.      80,589  
  4,569      Boeing Co. (The)      903,520  
  4,765      Caterpillar, Inc.      512,047  
  1,251      Cummins, Inc.      202,937  
  2,373      Deere & Co.      293,279  
  1,236      Dover Corp.      99,152  
  3,610      Eaton Corp. plc      280,966  
  5,183      Emerson Electric Co.      309,010  
  2,368      Fastenal Co.      103,079  
  1,025      Flowserve Corp.      47,591  
  1,113      Fluor Corp.      50,953  
  2,454      Fortive Corp.      155,461  
  1,257      Fortune Brands Home & Security, Inc.      82,007  
  2,290      General Dynamics Corp.      453,649  
  70,533      General Electric Co.      1,905,096  
  6,171      Honeywell International, Inc.      822,533  
  2,529      Illinois Tool Works, Inc.      362,279  
  2,051      Ingersoll-Rand plc      187,441  
  1,006      Jacobs Engineering Group, Inc.      54,716  
  7,671      Johnson Controls International plc      332,615  

 

 

 
  Common Stocks – (continued)  
 

Capital Goods – (continued)

 
  648      L3 Technologies, Inc.    $ 108,268  
  2,018      Lockheed Martin Corp.      560,217  
  2,528      Masco Corp.      96,595  
  1,416      Northrop Grumman Corp.      363,501  
  2,857      PACCAR, Inc.      188,676  
  1,100      Parker-Hannifin Corp.      175,802  
  1,321      Pentair plc      87,899  
  1,227      Quanta Services, Inc.*      40,393  
  2,361      Raytheon Co.      381,254  
  1,037      Rockwell Automation, Inc.      167,952  
  1,344      Rockwell Collins, Inc.      141,227  
  838      Roper Technologies, Inc.      194,022  
  478      Snap-on, Inc.      75,524  
  1,256      Stanley Black & Decker, Inc.      176,757  
  2,126      Textron, Inc.      100,135  
  401      TransDigm Group, Inc.      107,817  
  692      United Rentals, Inc.*      77,995  
  6,062      United Technologies Corp.      740,231  
  451      WW Grainger, Inc.      81,419  
  1,425      Xylem, Inc.      78,988  
     

 

 

 
        12,446,822  

 

 

 
 

Commercial & Professional Services – 0.6%

  697      Cintas Corp.      87,850  
  957      Equifax, Inc.      131,511  
  2,597      IHS Markit Ltd.*      114,372  
  2,741      Nielsen Holdings plc      105,967  
  1,870      Republic Services, Inc.      119,175  
  1,037      Robert Half International, Inc.      49,703  
  728      Stericycle, Inc.*      55,561  
  1,243      Verisk Analytics, Inc.*      104,872  
  3,317      Waste Management, Inc.      243,302  
     

 

 

 
        1,012,313  

 

 

 
 

Consumer Durables & Apparel – 1.3%

  2,290      Coach, Inc.      108,409  
  2,840      DR Horton, Inc.      98,179  
  923      Garmin Ltd.      47,101  
  3,009      Hanesbrands, Inc.      69,688  
  939      Hasbro, Inc.      104,708  
  1,075      Leggett & Platt, Inc.      56,470  
  1,593      Lennar Corp. Class A      84,939  
  2,776      Mattel, Inc.      59,767  
  1,268      Michael Kors Holdings Ltd.*      45,965  
  522      Mohawk Industries, Inc.*      126,162  
  3,891      Newell Brands, Inc.      208,635  
  10,743      NIKE, Inc. Class B      633,837  
  2,401      PulteGroup, Inc.      58,896  
  625      PVH Corp.      71,562  
  481      Ralph Lauren Corp.      35,498  
  1,605      Under Armour, Inc. Class A*(a)      34,925  
  1,616      Under Armour, Inc. Class C*      32,579  
  2,570      VF Corp.      148,032  
  589      Whirlpool Corp.      112,864  
     

 

 

 
        2,138,216  

 

 

 

 

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, 2017 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – (continued)  
 

Consumer Services – 1.8%

  3,426      Carnival Corp.    $ 224,643  
  239      Chipotle Mexican Grill, Inc.*      99,448  
  1,000      Darden Restaurants, Inc.      90,440  
  1,623      H&R Block, Inc.      50,167  
  1,673      Hilton Worldwide Holdings, Inc.      103,475  
  2,512      Marriott International, Inc. Class A      251,979  
  6,621      McDonald’s Corp.      1,014,072  
  1,371      Royal Caribbean Cruises Ltd.      149,754  
  11,780      Starbucks Corp.      686,892  
  825      Wyndham Worldwide Corp.      82,838  
  656      Wynn Resorts Ltd.      87,983  
  2,660      Yum Brands, Inc.      196,201  
     

 

 

 
        3,037,892  

 

 

 
 

Diversified Financials – 5.2%

  458      Affiliated Managers Group, Inc.      75,964  
  6,098      American Express Co.      513,696  
  1,217      Ameriprise Financial, Inc.      154,912  
  8,461      Bank of New York Mellon Corp. (The)      431,680  
  15,409      Berkshire Hathaway, Inc. Class B*      2,609,822  
  988      BlackRock, Inc.      417,341  
  3,886      Capital One Financial Corp.      321,061  
  767      CBOE Holdings, Inc.      70,104  
  9,922      Charles Schwab Corp. (The)      426,249  
  2,766      CME Group, Inc.      346,414  
  3,054      Discover Financial Services      189,928  
  2,263      E*TRADE Financial Corp.*      86,062  
  2,720      Franklin Resources, Inc.      121,829  
  2,977      Goldman Sachs Group, Inc. (The)(b)      660,596  
  4,763      Intercontinental Exchange, Inc.      313,977  
  3,275      Invesco Ltd.      115,247  
  2,680      Leucadia National Corp.      70,109  
  1,334      Moody’s Corp.      162,321  
  11,508      Morgan Stanley      512,797  
  905      Nasdaq, Inc.      64,699  
  2,165      Navient Corp.      36,047  
  1,740      Northern Trust Corp.      169,145  
  1,068      Raymond James Financial, Inc.      85,675  
  2,103      S&P Global, Inc.      307,017  
  2,858      State Street Corp.      256,448  
  6,344      Synchrony Financial      189,178  
  1,952      T Rowe Price Group, Inc.      144,858  
     

 

 

 
        8,853,176  

 

 

 
 

Energy – 6.0%

  4,540      Anadarko Petroleum Corp.      205,844  
  3,059      Apache Corp.      146,618  
  3,460      Baker Hughes, Inc.      188,605  
  3,676      Cabot Oil & Gas Corp.      92,194  
  5,166      Chesapeake Energy Corp.*(a)      25,675  
  15,360      Chevron Corp.      1,602,509  
  760      Cimarex Energy Co.      71,448  
  1,139      Concho Resources, Inc.*      138,423  
  10,089      ConocoPhillips      443,512  

 

 

 
  Common Stocks – (continued)  
 

Energy – (continued)

 
  4,184      Devon Energy Corp.    $ 133,762  
  4,682      EOG Resources, Inc.      423,815  
  1,437      EQT Corp.      84,194  
  34,376      Exxon Mobil Corp.      2,775,174  
  7,009      Halliburton Co.      299,354  
  897      Helmerich & Payne, Inc.(a)      48,743  
  2,186      Hess Corp.      95,900  
  15,597      Kinder Morgan, Inc.      298,839  
  6,824      Marathon Oil Corp.      80,864  
  4,176      Marathon Petroleum Corp.      218,530  
  1,234      Murphy Oil Corp.      31,627  
  3,080      National Oilwell Varco, Inc.      101,455  
  1,619      Newfield Exploration Co.*      46,077  
  3,593      Noble Energy, Inc.      101,682  
  6,158      Occidental Petroleum Corp.      368,679  
  3,093      ONEOK, Inc.      161,331  
  3,527      Phillips 66      291,648  
  1,396      Pioneer Natural Resources Co.      222,774  
  1,521      Range Resources Corp.      35,242  
  11,244      Schlumberger Ltd.      740,305  
  3,795      TechnipFMC plc*      103,224  
  1,234      Tesoro Corp.      115,502  
  3,110      Transocean Ltd.*      25,595  
  3,655      Valero Energy Corp.      246,566  
  6,739      Williams Cos., Inc. (The)      204,057  
     

 

 

 
        10,169,767  

 

 

 
 

Food & Staples Retailing – 1.9%

  3,546      Costco Wholesale Corp.      567,112  
  8,286      CVS Health Corp.      666,692  
  7,366      Kroger Co. (The)      171,775  
  4,033      Sysco Corp.      202,981  
  6,954      Walgreens Boots Alliance, Inc.      544,568  
  11,961      Wal-Mart Stores, Inc.      905,208  
  2,532      Whole Foods Market, Inc.      106,622  
     

 

 

 
        3,164,958  

 

 

 
 

Food, Beverage & Tobacco – 5.2%

  15,652      Altria Group, Inc.      1,165,604  
  4,695      Archer-Daniels-Midland Co.      194,279  
  1,436      Brown-Forman Corp. Class B      69,790  
  1,507      Campbell Soup Co.      78,590  
  31,169      Coca-Cola Co. (The)      1,397,930  
  3,225      Conagra Brands, Inc.      115,326  
  1,405      Constellation Brands, Inc. Class A      272,191  
  1,477      Dr Pepper Snapple Group, Inc.      134,569  
  4,633      General Mills, Inc.      256,668  
  1,166      Hershey Co. (The)      125,193  
  2,176      Hormel Foods Corp.      74,223  
  952      JM Smucker Co. (The)      112,650  
  2,011      Kellogg Co.      139,684  
  4,858      Kraft Heinz Co. (The)      416,039  
  926      McCormick & Co., Inc. (Non-Voting)      90,294  
  1,484      Molson Coors Brewing Co. Class B      128,129  

 

 

 

 

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)

 
  12,331      Mondelez International, Inc. Class A    $ 532,576  
  3,219      Monster Beverage Corp.*      159,920  
  11,612      PepsiCo, Inc.      1,341,070  
  12,590      Philip Morris International, Inc.      1,478,696  
  6,716      Reynolds American, Inc.      436,809  
  2,307      Tyson Foods, Inc. Class A      144,487  
     

 

 

 
        8,864,717  

 

 

 
 

Health Care Equipment & Services – 5.7%

  14,057      Abbott Laboratories      683,311  
  2,677      Aetna, Inc.      406,449  
  616      Align Technology, Inc.*      92,474  
  1,339      AmerisourceBergen Corp.      126,576  
  2,145      Anthem, Inc.      403,539  
  3,995      Baxter International, Inc.      241,857  
  1,849      Becton Dickinson and Co.      360,758  
  11,148      Boston Scientific Corp.*      309,023  
  2,583      Cardinal Health, Inc.      201,267  
  1,386      Centene Corp.*      110,714  
  2,394      Cerner Corp.*      159,129  
  2,064      Cigna Corp.      345,493  
  395      Cooper Cos., Inc. (The)      94,571  
  588      CR Bard, Inc.      185,873  
  4,953      Danaher Corp.      417,984  
  1,313      DaVita, Inc.*      85,030  
  1,907      DENTSPLY SIRONA, Inc.      123,650  
  1,687      Edwards Lifesciences Corp.*      199,471  
  912      Envision Healthcare Corp.*      57,155  
  4,794      Express Scripts Holding Co.*      306,049  
  2,295      HCA Healthcare, Inc.*      200,124  
  656      Henry Schein, Inc.*      120,061  
  2,080      Hologic, Inc.*      94,390  
  1,167      Humana, Inc.      280,803  
  716      IDEXX Laboratories, Inc.*      115,577  
  299      Intuitive Surgical, Inc.*      279,676  
  842      Laboratory Corp. of America Holdings*      129,786  
  1,725      McKesson Corp.      283,831  
  11,073      Medtronic plc      982,729  
  642      Patterson Cos., Inc.      30,142  
  1,088      Quest Diagnostics, Inc.      120,942  
  2,525      Stryker Corp.      350,419  
  7,802      UnitedHealth Group, Inc.      1,446,647  
  730      Universal Health Services, Inc. Class B      89,118  
  769      Varian Medical Systems, Inc.*      79,353  
  1,632      Zimmer Biomet Holdings, Inc.      209,549  
     

 

 

 
        9,723,520  

 

 

 
 

Household & Personal Products – 1.9%

  2,035      Church & Dwight Co., Inc.      105,576  
  1,035      Clorox Co. (The)      137,903  
  7,139      Colgate-Palmolive Co.      529,214  
  3,784      Coty, Inc. Class A      70,988  
  1,825      Estee Lauder Cos., Inc. (The) Class A      175,164  
  2,886      Kimberly-Clark Corp.      372,611  
  20,713      Procter & Gamble Co. (The)      1,805,138  
     

 

 

 
        3,196,594  

 

 

 
  Common Stocks – (continued)  
 

Insurance – 2.8%

  3,207      Aflac, Inc.    $ 249,120  
  2,928      Allstate Corp. (The)      258,952  
  7,178      American International Group, Inc.      448,769  
  2,109      Aon plc      280,392  
  1,466      Arthur J Gallagher & Co.      83,928  
  463      Assurant, Inc.      48,008  
  3,805      Chubb Ltd.      553,171  
  1,225      Cincinnati Financial Corp.      88,751  
  335      Everest Re Group Ltd.      85,288  
  3,026      Hartford Financial Services Group, Inc. (The)      159,077  
  1,806      Lincoln National Corp.      122,049  
  2,262      Loews Corp.      105,884  
  4,173      Marsh & McLennan Cos., Inc.      325,327  
  8,752      MetLife, Inc.      480,835  
  2,198      Principal Financial Group, Inc.      140,826  
  4,728      Progressive Corp. (The)      208,458  
  3,470      Prudential Financial, Inc.      375,246  
  905      Torchmark Corp.      69,233  
  2,249      Travelers Cos., Inc. (The)      284,566  
  1,797      Unum Group      83,794  
  1,018      Willis Towers Watson plc      148,078  
  2,189      XL Group Ltd.      95,878  
     

 

 

 
        4,695,630  

 

 

 
 

Materials – 2.8%

  1,759      Air Products & Chemicals, Inc.      251,643  
  874      Albemarle Corp.      92,242  
  753      Avery Dennison Corp.      66,543  
  2,890      Ball Corp.      121,987  
  1,827      CF Industries Holdings, Inc.      51,083  
  9,135      Dow Chemical Co. (The)      576,144  
  1,211      Eastman Chemical Co.      101,712  
  2,107      Ecolab, Inc.      279,704  
  7,063      EI du Pont de Nemours & Co.      570,055  
  1,065      FMC Corp.      77,798  
  10,104      Freeport-McMoRan, Inc.*      121,349  
  653      International Flavors & Fragrances, Inc.      88,155  
  3,394      International Paper Co.      192,134  
  2,689      LyondellBasell Industries NV Class A      226,925  
  509      Martin Marietta Materials, Inc.      113,293  
  3,537      Monsanto Co.      418,639  
  2,830      Mosaic Co. (The)      64,609  
  4,246      Newmont Mining Corp.      137,528  
  2,544      Nucor Corp.      147,221  
  2,063      PPG Industries, Inc.      226,847  
  2,309      Praxair, Inc.      306,058  
  1,601      Sealed Air Corp.      71,661  
  651      Sherwin-Williams Co. (The)      228,475  
  1,082      Vulcan Materials Co.      137,068  
  2,063      WestRock Co.      116,890  
     

 

 

 
        4,785,763  

 

 

 

 

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, 2017 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – (continued)  
 

Media – 3.0%

  2,958      CBS Corp. (Non-Voting) Class B    $ 188,661  
  1,744      Charter Communications, Inc. Class A*      587,466  
  38,367      Comcast Corp. Class A      1,493,244  
  1,181      Discovery Communications, Inc. Class A*      30,505  
  1,693      Discovery Communications, Inc. Class C*      42,681  
  1,896      DISH Network Corp. Class A*      118,993  
  3,281      Interpublic Group of Cos., Inc. (The)      80,713  
  3,213      News Corp. Class A      44,018  
  1,017      News Corp. Class B      14,391  
  1,865      Omnicom Group, Inc.      154,608  
  820      Scripps Networks Interactive, Inc. Class A      56,014  
  6,317      Time Warner, Inc.      634,290  
  8,502      Twenty-First Century Fox, Inc. Class A      240,947  
  3,835      Twenty-First Century Fox, Inc. Class B      106,881  
  2,857      Viacom, Inc. Class B      95,909  
  11,823      Walt Disney Co. (The)      1,256,194  
     

 

 

 
        5,145,515  

 

 

 
 

Pharmaceuticals, Biotechnology & Life Sciences – 8.7%

  12,889      AbbVie, Inc.      934,582  
  2,620      Agilent Technologies, Inc.      155,392  
  1,845      Alexion Pharmaceuticals, Inc.*      224,481  
  2,717      Allergan plc      660,476  
  5,961      Amgen, Inc.      1,026,663  
  1,734      Biogen, Inc.*      470,538  
  13,402      Bristol-Myers Squibb Co.      746,760  
  6,321      Celgene Corp.*      820,908  
  7,897      Eli Lilly & Co.      649,923  
  10,635      Gilead Sciences, Inc.      752,745  
  1,198      Illumina, Inc.*      207,877  
  1,383      Incyte Corp.*      174,134  
  21,855      Johnson & Johnson      2,891,198  
  852      Mallinckrodt plc*      38,178  
  22,143      Merck & Co., Inc.      1,419,145  
  208      Mettler-Toledo International, Inc.*      122,416  
  3,693      Mylan NV*      143,362  
  857      PerkinElmer, Inc.      58,396  
  1,177      Perrigo Co. plc      88,887  
  48,385      Pfizer, Inc.      1,625,252  
  619      Regeneron Pharmaceuticals, Inc.*      304,016  
  3,190      Thermo Fisher Scientific, Inc.      556,559  
  2,028      Vertex Pharmaceuticals, Inc.*      261,348  
  645      Waters Corp.*      118,577  
  3,977      Zoetis, Inc.      248,085  
     

 

 

 
        14,699,898  

 

 

 
 

Real Estate – 2.9%

  743      Alexandria Real Estate Equities, Inc. (REIT)      89,509  
  3,442      American Tower Corp. (REIT)      455,445  
  1,262      Apartment Investment & Management Co. Class A (REIT)      54,228  

 

 

 
  Common Stocks – (continued)  
 

Real Estate – (continued)

 
  1,128      AvalonBay Communities, Inc. (REIT)    $ 216,768  
  1,235      Boston Properties, Inc. (REIT)      151,930  
  2,492      CBRE Group, Inc. Class A*      90,709  
  2,933      Crown Castle International Corp. (REIT)      293,828  
  1,246      Digital Realty Trust, Inc. (REIT)      140,736  
  598      Equinix, Inc. (REIT)      256,638  
  3,006      Equity Residential (REIT)      197,885  
  537      Essex Property Trust, Inc. (REIT)      138,154  
  1,008      Extra Space Storage, Inc. (REIT)      78,624  
  607      Federal Realty Investment Trust (REIT)      76,719  
  4,808      GGP, Inc. (REIT)      113,276  
  3,901      HCP, Inc. (REIT)      124,676  
  6,177      Host Hotels & Resorts, Inc. (REIT)      112,854  
  1,967      Iron Mountain, Inc. (REIT)      67,586  
  3,427      Kimco Realty Corp. (REIT)      62,885  
  1,019      Macerich Co. (The) (REIT)      59,163  
  925      Mid-America Apartment Communities, Inc. (REIT)      97,476  
  4,350      Prologis, Inc. (REIT)      255,084  
  1,200      Public Storage (REIT)      250,236  
  2,160      Realty Income Corp. (REIT)      119,189  
  1,226      Regency Centers Corp. (REIT)      76,797  
  2,533      Simon Property Group, Inc. (REIT)      409,738  
  832      SL Green Realty Corp. (REIT)      88,026  
  2,104      UDR, Inc. (REIT)      81,993  
  2,888      Ventas, Inc. (REIT)      200,658  
  1,416      Vornado Realty Trust (REIT)      132,962  
  2,982      Welltower, Inc. (REIT)      223,203  
  6,040      Weyerhaeuser Co. (REIT)      202,340  
     

 

 

 
        4,919,315  

 

 

 
 

Retailing – 5.4%

  607      Advance Auto Parts, Inc.      70,770  
  3,219      Amazon.com, Inc.*      3,115,992  
  589      AutoNation, Inc.*(a)      24,832  
  233      AutoZone, Inc.*      132,917  
  1,107      Bed Bath & Beyond, Inc.      33,653  
  2,110      Best Buy Co., Inc.      120,966  
  1,465      CarMax, Inc.*      92,383  
  2,061      Dollar General Corp.      148,578  
  1,923      Dollar Tree, Inc.*      134,456  
  972      Expedia, Inc.      144,779  
  1,065      Foot Locker, Inc.      52,483  
  1,834      Gap, Inc. (The)      40,330  
  1,212      Genuine Parts Co.      112,425  
  9,692      Home Depot, Inc. (The)      1,486,753  
  1,416      Kohl’s Corp.      54,757  
  1,960      L Brands, Inc.      105,624  
  2,564      LKQ Corp.*      84,484  
  6,973      Lowe’s Cos., Inc.      540,617  
  2,445      Macy’s, Inc.      56,822  
  3,479      Netflix, Inc.*      519,797  

 

 

 

 

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)

 
  849      Nordstrom, Inc.(a)    $ 40,608  
  726      O’Reilly Automotive, Inc.*      158,805  
  400      Priceline Group, Inc. (The)*      748,208  
  3,214      Ross Stores, Inc.      185,544  
  569      Signet Jewelers Ltd.(a)      35,984  
  5,583      Staples, Inc.      56,221  
  4,443      Target Corp.      232,325  
  828      Tiffany & Co.      77,724  
  5,217      TJX Cos., Inc. (The)      376,511  
  1,091      Tractor Supply Co.      59,143  
  829      TripAdvisor, Inc.*      31,668  
  480      Ulta Beauty, Inc.*      137,923  
     

 

 

 
        9,214,082  

 

 

 
 

Semiconductors & Semiconductor Equipment – 3.4%

  6,445      Advanced Micro Devices, Inc.*      80,433  
  3,002      Analog Devices, Inc.      233,556  
  8,693      Applied Materials, Inc.      359,108  
  3,258      Broadcom Ltd.      759,277  
  38,164      Intel Corp.      1,287,653  
  1,275      KLA-Tencor Corp.      116,675  
  1,320      Lam Research Corp.      186,688  
  1,737      Microchip Technology, Inc.      134,062  
  8,460      Micron Technology, Inc.*      252,616  
  4,806      NVIDIA Corp.      694,755  
  1,028      Qorvo, Inc.*      65,093  
  11,952      QUALCOMM, Inc.      659,989  
  1,478      Skyworks Solutions, Inc.      141,814  
  8,047      Texas Instruments, Inc.      619,056  
  2,000      Xilinx, Inc.      128,640  
     

 

 

 
        5,719,415  

 

 

 
 

Software & Services – 13.2%

  5,030      Accenture plc Class A      622,110  
  5,657      Activision Blizzard, Inc.      325,673  
  3,999      Adobe Systems, Inc.*      565,619  
  1,353      Akamai Technologies, Inc.*      67,393  
  452      Alliance Data Systems Corp.      116,024  
  2,414      Alphabet, Inc. Class A*      2,244,247  
  2,420      Alphabet, Inc. Class C*      2,199,127  
  698      ANSYS, Inc.*      84,933  
  1,593      Autodesk, Inc.*      160,606  
  3,641      Automatic Data Processing, Inc.      373,057  
  2,472      CA, Inc.      85,210  
  1,194      Citrix Systems, Inc.*      95,018  
  4,770      Cognizant Technology Solutions Corp. Class A      316,728  
  1,121      CSRA, Inc.      35,592  
  2,273      DXC Technology Co.      174,385  
  8,090      eBay, Inc.*      282,503  
  2,516      Electronic Arts, Inc.*      265,992  
  19,153      Facebook, Inc. Class A*      2,891,720  
  2,710      Fidelity National Information Services, Inc.      231,434  

 

 

 
  Common Stocks – (continued)  
 

Software & Services – (continued)

 
  1,709      Fiserv, Inc.*    $ 209,079  
  748      Gartner, Inc.*      92,385  
  1,271      Global Payments, Inc.      114,797  
  6,946      International Business Machines Corp.      1,068,503  
  1,995      Intuit, Inc.      264,956  
  7,618      Mastercard, Inc. Class A      925,206  
  62,656      Microsoft Corp.      4,318,878  
  24,341      Oracle Corp.      1,220,458  
  2,565      Paychex, Inc.      146,051  
  9,050      PayPal Holdings, Inc.*      485,713  
  1,466      Red Hat, Inc.*      140,369  
  5,335      salesforce.com, Inc.*      462,011  
  4,969      Symantec Corp.      140,374  
  1,263      Synopsys, Inc.*      92,111  
  1,361      Total System Services, Inc.      79,278  
  706      VeriSign, Inc.*      65,630  
  14,965      Visa, Inc. Class A      1,403,418  
  3,920      Western Union Co. (The)      74,676  
     

 

 

 
        22,441,264  

 

 

 
 

Technology Hardware & Equipment – 5.5%

  2,503      Amphenol Corp. Class A      184,771  
  42,266      Apple, Inc.      6,087,148  
  40,641      Cisco Systems, Inc.      1,272,063  
  7,389      Corning, Inc.      222,039  
  530      F5 Networks, Inc.*      67,342  
  1,120      FLIR Systems, Inc.      38,819  
  1,013      Harris Corp.      110,498  
  13,596      Hewlett Packard Enterprise Co.      225,558  
  13,566      HP, Inc.      237,134  
  3,102      Juniper Networks, Inc.      86,484  
  1,362      Motorola Solutions, Inc.      118,140  
  2,164      NetApp, Inc.      86,668  
  2,413      Seagate Technology plc      93,504  
  2,887      TE Connectivity Ltd.      227,149  
  2,331      Western Digital Corp.      206,527  
  1,790      Xerox Corp.      51,427  
     

 

 

 
        9,315,271  

 

 

 
 

Telecommunication Services – 2.1%

  49,792      AT&T, Inc.      1,878,652  
  4,447      CenturyLink, Inc.(a)      106,195  
  2,344      Level 3 Communications, Inc.*      138,999  
  33,026      Verizon Communications, Inc.      1,474,941  
     

 

 

 
        3,598,787  

 

 

 
 

Transportation – 2.3%

  1,032      Alaska Air Group, Inc.      92,632  
  3,970      American Airlines Group, Inc.      199,770  
  1,168      CH Robinson Worldwide, Inc.      80,218  
  7,519      CSX Corp.      410,237  
  5,999      Delta Air Lines, Inc.      322,386  
  1,416      Expeditors International of Washington, Inc.      79,976  

 

 

 

 

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, 2017 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – (continued)  
 

Transportation – (continued)

 
  1,990      FedEx Corp.    $ 432,487  
  731      JB Hunt Transport Services, Inc.      66,799  
  885      Kansas City Southern      92,615  
  2,367      Norfolk Southern Corp.      288,064  
  4,869      Southwest Airlines Co.      302,560  
  6,569      Union Pacific Corp.      715,430  
  2,317      United Continental Holdings, Inc.*      174,354  
  5,563      United Parcel Service, Inc. Class B      615,212  
     

 

 

 
        3,872,740  

 

 

 
 

Utilities – 3.1%

  5,392      AES Corp.      59,905  
  1,855      Alliant Energy Corp.      74,515  
  2,003      Ameren Corp.      109,504  
  3,956      American Electric Power Co., Inc.      274,823  
  1,479      American Water Works Co., Inc.      115,288  
  3,551      CenterPoint Energy, Inc.      97,226  
  2,283      CMS Energy Corp.      105,589  
  2,480      Consolidated Edison, Inc.      200,434  
  5,139      Dominion Energy, Inc.      393,802  
  1,431      DTE Energy Co.      151,386  
  5,684      Duke Energy Corp.      475,126  
  2,683      Edison International      209,784  
  1,465      Entergy Corp.      112,468  
  2,578      Eversource Energy      156,510  
  7,473      Exelon Corp.      269,551  
  3,625      FirstEnergy Corp.      105,705  
  3,819      NextEra Energy, Inc.      535,156  
  2,594      NiSource, Inc.      65,784  
  2,677      NRG Energy, Inc.      46,098  
  4,136      PG&E Corp.      274,506  
  939      Pinnacle West Capital Corp.      79,965  
  5,487      PPL Corp.      212,127  
  4,120      Public Service Enterprise Group, Inc.      177,201  
  1,159      SCANA Corp.      77,665  
  2,060      Sempra Energy      232,265  
  8,025      Southern Co. (The)      384,237  
  2,544      WEC Energy Group, Inc.      156,151  
  4,120      Xcel Energy, Inc.      189,026  
     

 

 

 
        5,341,797  

 

 

 
  TOTAL COMMON STOCKS   
  (Cost $69,262,260)    $ 168,450,855  

 

 

 

 

Principal
Amount
   Interest
Rate
     Maturity
Date
    Value  
Short-Term Investment – 0.0%(c)(d)  

U.S Government Obligation – 0.0%

 

U.S. Treasury Bill

 

$100,000      0.000      08/03/17     $ 99,922  
(Cost $99,937)       

 

 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING REINVESTMENT VEHICLE  
(Cost $69,362,197)        $ 168,550,777  

 

 
       
Shares          

Distribution

Rate

    Value  
Securities Lending Reinvestment Vehicle(b)(e) – 0.2%  

Goldman Sachs Financial Square Government Fund — Institutional Shares

 

304,575                     0.845%     $ 304,575  
(Cost $304,575)        

 

 
TOTAL INVESTMENTS – 99.5%  
(Cost $69,666,772)     $ 168,855,352  

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES – 0.5%

 

    825,919  

 

 
NET ASSETS – 100.0%     $ 169,681,271  

 

 

 

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)   Represents an affiliated issuer.
(c)   Issued with a zero coupon. Income is recognized through the accretion of discount.
(d)   All or a portion of security is segregated as collateral for initial margin requirements on futures transactions.
(e)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.

 

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, 2017, 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 2017      $ 1,210,450        $ (4,715

 

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, 2017 (Unaudited)

 

Shares      Description    Value  
  Common Stocks – 97.6%  
 

Automobiles & Components – 0.5%

  10,276      Delphi Automotive plc    $ 900,691  

 

 

 
 

Banks – 3.8%

  38,108      Eagle Bancorp, Inc.*      2,412,236  
  23,368      First Republic Bank      2,339,137  
  32,156      SunTrust Banks, Inc.      1,823,888  
     

 

 

 
        6,575,261  

 

 

 
 

Capital Goods – 17.1%

  43,033      Fortive Corp.      2,726,140  
  28,772      Fortune Brands Home & Security, Inc.      1,877,085  
  11,357      Hubbell, Inc.      1,285,272  
  14,404      IDEX Corp.      1,627,796  
  13,394      John Bean Technologies Corp.      1,312,612  
  12,579      L3 Technologies, Inc.      2,101,699  
  33,539      Middleby Corp. (The)*      4,075,324  
  20,688      Roper Technologies, Inc.      4,789,893  
  61,547      Sensata Technologies Holding NV*(a)      2,629,288  
  14,404      WABCO Holdings, Inc.*      1,836,654  
  88,281      Xylem, Inc.      4,893,416  
     

 

 

 
        29,155,179  

 

 

 
 

Consumer Durables & Apparel – 3.3%

  64,549      Newell Brands, Inc.      3,461,117  
  19,046      PVH Corp.      2,180,767  
     

 

 

 
        5,641,884  

 

 

 
 

Consumer Services – 2.0%

  29,401      Dunkin’ Brands Group, Inc.      1,620,583  
  23,463      Yum Brands, Inc.      1,730,631  
     

 

 

 
        3,351,214  

 

 

 
 

Diversified Financials – 6.6%

  10,595      Affiliated Managers Group, Inc.      1,757,287  
  54,124      Intercontinental Exchange, Inc.      3,567,854  
  42,130      Lazard Ltd. Class A      1,951,883  
  41,935      Northern Trust Corp.      4,076,501  
     

 

 

 
        11,353,525  

 

 

 
 

Energy – 2.0%

  12,420      Concho Resources, Inc.*      1,509,403  
  15,371      Diamondback Energy, Inc.*      1,365,098  
  9,886      Dril-Quip, Inc.*      482,437  
     

 

 

 
        3,356,938  

 

 

 
 

Food, Beverage & Tobacco – 4.6%

  69,590      Blue Buffalo Pet Products, Inc.*      1,587,348  
  20,002      Hershey Co. (The)      2,147,615  
  12,420      Molson Coors Brewing Co. Class B      1,072,343  
  42,426      Monster Beverage Corp.*      2,107,724  
  28,859      Snyder’s-Lance, Inc.      999,098  
     

 

 

 
        7,914,128  

 

 

 
 

Health Care Equipment & Services – 3.2%

  35,876      Edwards Lifesciences Corp.*      4,241,978  
  17,327      Nevro Corp.*      1,289,649  
     

 

 

 
        5,531,627  

 

 

 
  Common Stocks – (continued)
 

Materials – 6.0%

  
  14,829      Ashland Global Holdings, Inc.    $ 977,379  
  32,032      Avery Dennison Corp.      2,830,668  
  54,443      RPM International, Inc.      2,969,866  
  4,093      Sherwin-Williams Co. (The)      1,436,479  
  87,537      Valvoline, Inc.      2,076,378  
     

 

 

 
        10,290,770  

 

 

 
 

Media – 1.2%

  
  9,729      Altice USA, Inc. Class A*(a)      314,247  
  27,339      CBS Corp. (Non-Voting) Class B      1,743,681  
     

 

 

 
        2,057,928  

 

 

 
 

Pharmaceuticals, Biotechnology & Life Sciences – 12.3%

  24,856      ACADIA Pharmaceuticals, Inc.*(a)      693,234  
  48,472      Agilent Technologies, Inc.      2,874,874  
  35,274      Alkermes plc*      2,044,834  
  38,782      Exelixis, Inc.*(a)      955,201  
  15,712      Illumina, Inc.*      2,726,346  
  17,805      Incyte Corp.*      2,241,827  
  6,485      Mettler-Toledo International, Inc.*      3,816,682  
  17,309      Neurocrine Biosciences, Inc.*      796,214  
  8,433      Vertex Pharmaceuticals, Inc.*      1,086,761  
  60,750      Zoetis, Inc.      3,789,585  
     

 

 

 
        21,025,558  

 

 

 
 

Real Estate Investment Trusts – 2.7%

  
  4,689      Equinix, Inc.      2,012,331  
  18,727      SBA Communications Corp.*      2,526,273  
     

 

 

 
        4,538,604  

 

 

 
 

Retailing – 8.2%

  
  13,986      Advance Auto Parts, Inc.      1,630,628  
  23,386      Expedia, Inc.      3,483,345  
  30,384      Five Below, Inc.*      1,500,058  
  4,733      O’Reilly Automotive, Inc.*      1,035,296  
  65,533      Ross Stores, Inc.      3,783,220  
  8,881      Ulta Beauty, Inc.*      2,551,867  
     

 

 

 
        13,984,414  

 

 

 
 

Semiconductors & Semiconductor Equipment – 4.9%

  
  37,587      Analog Devices, Inc.      2,924,269  
  16,758      Lam Research Corp.      2,370,084  
  12,260      Qorvo, Inc.*      776,303  
  34,514      Xilinx, Inc.      2,219,940  
     

 

 

 
        8,290,596  

 

 

 
 

Software & Services – 16.2%

  
  19,506      Autodesk, Inc.*      1,966,595  
  77,754      Black Knight Financial Services, Inc. Class A*      3,184,026  
  18,422      Electronic Arts, Inc.*      1,947,574  
  26,947      Fiserv, Inc.*      3,296,696  
  32,843      Global Payments, Inc.      2,966,380  
  43,530      GoDaddy, Inc. Class A*      1,846,543  
  24,608      Intuit, Inc.      3,268,188  
  23,457      Red Hat, Inc.*      2,246,008  

 

 

 

 

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)

  
  15,839      ServiceNow, Inc.*    $ 1,678,934  
  19,288      Splunk, Inc.*      1,097,294  
  50,209      Total System Services, Inc.      2,924,674  
  7,282      Tyler Technologies, Inc.*      1,279,229  
     

 

 

 
        27,702,141  

 

 

 
 

Technology Hardware & Equipment – 3.0%

  68,350      Amphenol Corp. Class A      5,045,597  

 

 

 
  TOTAL COMMON STOCKS  
  (Cost $128,132,004)    $ 166,716,055  

 

 

 

 

Shares    

Distribution

Rate

    Value  
  Investment Company(b)(c) – 0.9%  
 

Goldman Sachs Financial Square Government Fund —
Institutional Shares

 
 
  1,498,070       0.845   $ 1,498,070  
  (Cost $1,498,070)    

 

 

 
 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING
REINVESTMENT VEHICLE
 
 
  (Cost $129,630,074)     $ 168,214,125  

 

 

 

 

  Securities Lending Reinvestment Vehicle(b)(c) – 2.7%  
 

Goldman Sachs Financial Square Government Fund —
Institutional Shares

 
 
  4,540,100       0.845   $ 4,540,100  
  (Cost $4,540,100)  

 

 

 
  TOTAL INVESTMENTS – 101.2%  
  (Cost $134,170,174)     $ 172,754,225  

 

 

 
 

LIABILITIES IN EXCESS OF
OTHER ASSETS – (1.2)%

 
 
    (2,064,061

 

 

 
  NET ASSETS – 100.0%     $ 170,690,164  

 

 

 

 

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)   Represents an affiliated issuer.
(c)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.

 

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, 2017 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Mortgage-Backed Securities – 8.5%  
 

Adjustable Rate FHLMC(a) – 3.2%

 
$ 213,782       3.533     05/01/35     $ 225,095  
  115,765       2.821     09/01/35       122,133  
  225,042       3.458     12/01/36       233,401  
  589,818       3.930     04/01/37       617,424  
  576,411       2.888     01/01/38       608,733  
  454,196       3.391     01/01/38       472,437  
     

 

 

 
        2,279,223  

 

 

 
 

Adjustable Rate FNMA(a) – 2.8%

 
  70,686       3.125     05/01/33       73,471  
  191,296       3.208     05/01/35       202,448  
  477,109       2.834     06/01/35       503,295  
  669,508       2.947     11/01/35       702,813  
  94,875       3.283     12/01/35       100,149  
  337,919       3.483     03/01/37       357,826  
     

 

 

 
        1,940,002  

 

 

 
 

Adjustable Rate GNMA(a) – 0.5%

 
  323,752       2.125     04/20/33       333,357  

 

 

 
 

Agency Multi-Family – 2.0%

 
  FNMA        
  173,880       2.800     03/01/18       174,064  
  453,536       3.740     05/01/18       456,793  
  110,000       3.840     05/01/18       110,742  
  79,139       3.416     10/01/20       82,507  
  82,526       3.619     12/01/20       86,594  
  310,448       3.762     12/01/20       326,263  
  176,298       4.381     06/01/21       189,801  
     

 

 

 
        1,426,764  

 

 

 
  TOTAL MORTGAGE-BACKED SECURITIES  
  (Cost $5,993,347)     $ 5,979,346  

 

 

 
     
  Collateralized Mortgage Obligations(a) – 37.4%  
 

Agency Multi-Family – 1.9%

 
 

FHLMC Multifamily Structured Pass-Through Certificates
Series KF02, Class A1

 
 
  126,533       1.596     07/25/20       126,514  
 

FHLMC Multifamily Structured Pass-Through Certificates
Series KF03, Class A

 
 
  144,058       1.556     01/25/21       144,058  
 

FHLMC Multifamily Structured Pass-Through Certificates
Series KS02, Class A

 
 
  1,068,285       1.596     08/25/23       1,068,274  
     

 

 

 
        1,338,846  

 

 

 
 

Regular Floater – 35.5%

 
 

FHLMC REMIC Series 3049, Class FP

 
  236,742       1.509     10/15/35       235,719  
 

FHLMC REMIC Series 3208, Class FB(b)

 
  146,309       1.559     08/15/36       146,553  
 

FHLMC REMIC Series 3208, Class FD(b)

 
  218,000       1.559     08/15/36       219,094  

 

 

 
  Collateralized Mortgage Obligations(a) – (continued)  
 

Regular Floater – (continued)

 
 

FHLMC REMIC Series 3208, Class FG(b)

 
$ 877,852       1.559     08/15/36     $ 882,257  
 

FHLMC REMIC Series 3307, Class FT

 
  1,351,902       1.399     07/15/34       1,351,442  
 

FHLMC REMIC Series 3311, Class KF(b)

 
  2,389,529       1.499     05/15/37       2,388,317  
 

FHLMC REMIC Series 3371, Class FA(b)

 
  538,534       1.759     09/15/37       543,716  
 

FHLMC REMIC Series 4174, Class FB(b)

 
  1,110,450       1.459     05/15/39       1,109,734  
 

FHLMC REMIC Series 4320, Class FD

 
  507,997       1.559     07/15/39       509,605  
 

FHLMC REMIC Series 4477, Class FG

 
  1,002,997       1.351     10/15/40       999,928  
 

FHLMC REMIC Series 4508, Class CF

 
  498,375       1.559     09/15/45       499,192  
 

FHLMC REMIC Series 4631, Class GF

 
  2,814,767       1.659     11/15/46       2,834,780  
 

FHLMC REMIC Series 4637, Class QF(b)

 
  2,531,645       2.050     04/15/44       2,537,926  
 

FNMA REMIC Series 2006-82, Class F

 
  312,151       1.786     09/25/36       314,426  
 

FNMA REMIC Series 2006-96, Class FA

 
  751,135       1.516     10/25/36       749,934  
 

FNMA REMIC Series 2007-114, Class A7

 
  360,408       1.416     10/27/37       356,386  
 

FNMA REMIC Series 2007-33, Class HF

 
  128,990       1.566     04/25/37       129,291  
 

FNMA REMIC Series 2007-36, Class F

 
  208,118       1.446     04/25/37       207,057  
 

FNMA REMIC Series 2007-85, Class FC

 
  589,476       1.756     09/25/37       594,169  
 

FNMA REMIC Series 2008-8, Class FB

 
  717,587       2.036     02/25/38       724,470  
 

FNMA REMIC Series 2011-63, Class FG

 
  546,318       1.666     07/25/41       549,157  
 

FNMA REMIC Series 2012-35, Class QF

 
  1,497,187       1.616     04/25/42       1,500,633  
 

FNMA REMIC Series 2016-1, Class FT

 
  1,458,365       1.566     02/25/46       1,459,964  
 

FNMA REMIC Series 2017-45, Class FA

 
  1,073,589       1.310     06/25/47       1,072,867  
 

GNMA REMIC Series 2005-48, Class AF

 
  718,530       1.412     06/20/35       713,051  
 

GNMA REMIC Series 2012-98, Class FA

 
  682,815       1.612     08/20/42       684,905  
 

NCUA Guaranteed Notes Trust Series 2011-R1, Class 1A(b)

 
  1,715,827       1.534     01/08/20       1,718,575  
     

 

 

 
        25,033,148  

 

 

 
 
TOTAL COLLATERALIZED
MORTGAGE OBLIGATIONS

 
  (Cost $26,326,300)     $ 26,371,994  

 

 

 

 

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  
  Commercial Mortgage-Backed Security(a) – 0.1%
 

Agency Multi-Family – 0.1%

 
 

FNMA ACES Series 2013-M11, Class FA

 
$ 65,208       1.546     01/25/18     $ 65,149  
  (Cost $65,208)    

 

 

 
     
  U.S. Government Agency Security(a) – 1.1%  
 

FHLB

 
$ 750,000       1.275     09/29/17     $ 750,368  
  (Cost $750,220)    

 

 

 
     
  Asset-Backed Securities(a) – 42.6%  
 

Automobile(b) – 2.7%

 

Ally Master Owner Trust Series 2017-3, Class A1

 
$ 1,350,000       1.574     06/15/22     $ 1,350,005  
 

Chesapeake Funding II LLC Series 2016-2A, Class A2(c)

 
  529,341       2.159       06/15/28       531,832  
     

 

 

 
        1,881,837  

 

 

 
 

Collateralized Loan Obligations(c) – 9.4%

 

Acis CLO Ltd. Series 2013-2A, Class BR(b)

 
  48,575       2.208     10/14/22       48,582  
 

Apidos CLO X Series 2012-10A, Class A(b)

 
  346,352       2.592     10/30/22       346,399  
 

BlueMountain CLO Ltd. Series 2014-2A, Class AR(b)

 
  350,000       0.000     07/20/26       350,000  
 

Bowman Park CLO Ltd. Series 2014-1A, Class AR

 
  250,000       2.366     11/23/25       249,998  
 

Cutwater Ltd. Series 2014-1A, Class A1AR(b)

 
  350,000       2.469     07/15/26       349,824  
 

Halcyon Loan Advisors Funding Ltd. Series 2014-1A, Class A1(b)

 
  350,000       2.688     04/18/26       350,019  
 

Halcyon Loan Advisors Funding Ltd. Series 2014-1A,
Class A1R(b)

 
 
  350,000       0.000     04/18/26       350,000  
 

Jamestown CLO VII Ltd. Series 2015-7A, Class A1(b)

 
  1,300,000       2.706     07/25/27       1,300,092  
 

Neuberger Berman CLO XIX Ltd. Series 2015-19A, Class A1R(b)

 
  350,000       0.000     07/15/27       350,000  
 

OFSI Fund V Ltd. Series 2013-5A, Class A1LA(b)

 
  300,000       2.088     04/17/25       299,260  
 

OFSI Fund VI Ltd. Series 2014-6A, Class A1(b)

 
  350,000       2.188     03/20/25       347,215  
 

Parallel Ltd. Series 2015-1A, Class A(b)

 
  300,000       2.606     07/20/27       300,111  
 

Sound Point CLO XI Ltd. Series 2016-1A, Class A(b)

 
  700,000       2.806     07/20/28       705,527  
 

Voya CLO Ltd. Series 2014-4A, Class A1R(b)

 
  500,000       0.000     10/14/26       500,000  
 

WhiteHorse IX Ltd. Series 2014-9A, Class AR(b)

 
  400,000       0.000     07/17/26       400,000  
 

Z Capital Credit Partners CLO Ltd. Series 2015-1A, Class A1(b)

 
  400,000       2.488     07/16/27       398,774  
     

 

 

 
        6,645,801  

 

 

 
  Asset-Backed Securities(a) – (continued)  
 

Credit Card – 8.3%

 

BA Credit Card Trust Series 2014-A1, Class A

 
$ 1,000,000       1.539 %     06/15/21     $ 1,004,293  
 

Capital One Multi-Asset Execution Trust Series 2016-A1,
Class A1(b)

 
 
  300,000       1.609     02/15/22       301,749  
 

CARDS II Trust Series 2016-1A, Class A(b)(c)

 
  300,000       1.859     07/15/21       301,308  
 

CARDS II Trust Series 2017-1A, Class A(c)

 
  300,000       1.529       04/18/22       300,255  
 

Citibank Credit Card Issuance Trust Series 2017-A5, Class A5(b)

 
  1,400,000       1.836     04/22/26       1,407,264  
 

Discover Card Execution Note Trust Series 2013-A1, Class A1(b)

 
  1,500,000       1.459     08/17/20       1,501,709  
 

Evergreen Credit Card Trust Series 2016-1, Class A(b)(c)

 
  500,000       1.879     04/15/20       502,152  
 

Trillium Credit Card Trust II Series 2016-1A, Class A(b)(c)

 
  500,000       1.936     05/26/21       502,341  
     

 

 

 
        5,821,071  

 

 

 
 

Student Loans – 22.3%

 

Academic Loan Funding Trust Series 2013-1A, Class A(b)(c)

 
  529,139       2.016     12/26/44       526,580  
 

Access Group, Inc. Series 2015-1, Class A(b)(c)

 
  237,139       1.916     07/25/56       235,605  
 

Access to Loans for Learning Student Loan Corp. Series 2013-I,
Class A

 
 
  500,418       2.016     02/25/41       493,649  
 

AccessLex Institute Series 2006-1, Class A2(b)

 
  10,026       1.299     08/25/23       10,021  
 

College Loan Corp. Trust I Series 2005-1, Class A4

 
  100,000       1.306     04/25/27       99,443  
 

ECMC Group Student Loan Trust Series 2016-1A, Class A(b)(c)

 
  303,810       2.566     07/26/66       305,422  
 

Education Loan Asset-Backed Trust I Series 2013-1, Class A1(c)

 
  300,544       2.016     06/25/26       300,878  
 

Education Loan Asset-Backed Trust I Series 2013-1, Class A2(c)

 
  500,000       2.016     04/26/32       487,545  
 

Educational Funding of the South, Inc. Series 2011-1, Class A2(b)

 
  582,824       1.806     04/25/35       580,704  
 

Educational Funding of the South, Inc. Series 2012-1, Class A(b)

 
  392,914       2.266     03/25/36       394,931  
 

Educational Services of America, Inc. Series 2010-1, Class A1(b)(c)

 
  640,444       2.006     07/25/23       640,897  
 

Educational Services of America, Inc. Series 2013-1, Class A(b)(c)

 
  91,517       1.786     02/26/29       91,229  
 

Educational Services of America, Inc. Series 2014-1, Class A(b)(c)

 
  290,239       1.916     02/25/39       286,478  
 

EFS Volunteer No 3 LLC Series 2012-1, Class A2(b)(c)

 
  782,835       2.216     02/25/25       784,672  
 

GCO Education Loan Funding Master Trust-II Series 2006-2A,
Class A3L(b)(c)

 
 
  40,706       1.309     08/25/28       40,686  
 

GCO Education Loan Funding Trust Series 2006-1, Class A8L

 
  412,824       1.319     05/25/25       409,197  

 

 

 

 

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, 2017 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Asset-Backed Securities(a) – (continued)  
 

Student Loans – (continued)

 
 

Goal Capital Funding Trust Series 2007-1, Class A3

 
$ 28,895       1.243 %     09/25/28     $ 28,869  
 

Higher Education Funding I Series 2005-1, Class A4

 
  31,276       1.329       02/25/30       31,228  
 

Higher Education Funding I Series 2014-1, Class A(b)(c)

 
  272,737       2.239     05/25/34       271,578  
 

Illinois Student Assistance Commission Series 2010-1, Class A3(b)

 
  200,000       2.056     07/25/45       200,680  
 

Kentucky Higher Education Student Loan Corp. Series 2015-1,
Class A1

 
 
  697,976       1.801     12/01/31       694,325  
 

Montana Higher Education Student Assistance Corp.
Series 2012-1, Class A2(b)

 
 
  848,521       2.212     05/20/30       857,523  
 

Navient Student Loan Trust Series 2016-2, Class A1(b)(c)

 
  257,424       1.966     06/25/65       258,107  
 

Navient Student Loan Trust Series 2016-5A, Class A(b)(c)

 
  1,280,973       2.466     06/25/65       1,301,180  
 

Navient Student Loan Trust Series 2016-7A, Class A(b)(c)

 
  280,293       2.366     03/25/66       283,495  
 

Nelnet Student Loan Trust Series 2005-4, Class A3(b)

 
  48,136       1.417     06/22/26       48,115  
 

Nelnet Student Loan Trust Series 2006-1, Class A5(b)

 
  1,259,175       1.296     08/23/27       1,255,425  
 

Nelnet Student Loan Trust Series 2006-2, Class A5(b)

 
  381,917       1.256     01/25/30       381,362  
 

Nelnet Student Loan Trust Series 2013-5A, Class A(b)(c)

 
  98,915       1.846     01/25/37       98,587  
 

New Hampshire Higher Education Loan Corp. Series 2011-1,
Class A3(b)

 
 
  200,000       2.006     10/25/37       195,453  
 

North Carolina State Education Assistance Authority
Series 2010-1, Class A1(b)

 
 
  123,340       2.056     07/25/41       122,902  
 

Panhandle-Plains Higher Education Authority, Inc. Series 2011-1,
Class A2(b)

 
 
  354,077       2.098     07/01/24       355,880  
 

Pennsylvania Higher Education Assistance Agency Series 2006-1,
Class A3(b)

 
 
  625,990       1.296     10/25/35       603,880  
 

Scholar Funding Trust Series 2010-A, Class A(b)(c)

 
  260,301       1.922     10/28/41       256,535  
 

Scholar Funding Trust Series 2011-A, Class A(b)(c)

 
  253,401       2.072     10/28/43       251,317  
 

SLM Student Loan Trust Series 2003-12, Class A5(b)(c)

 
  53,639       1.526     09/15/22       53,668  
 

SLM Student Loan Trust Series 2003-14, Class A5(b)

 
  29,507       1.386     01/25/23       29,508  
 

SLM Student Loan Trust Series 2005-9, Class A6(b)

 
  472,573       1.706     10/26/26       473,261  
 

SLM Student Loan Trust Series 2006-2, Class A5(b)

 
  258,279       1.266     07/25/25       258,263  
 

SLM Student Loan Trust Series 2006-4, Class A5(b)

 
  10,094       1.256     10/27/25       10,092  

 

 

 
  Asset-Backed Securities(a) – (continued)  
 

Student Loans – (continued)

 
 

SLM Student Loan Trust Series 2007-1, Class A5(b)

 
$ 891,261       1.246 %     01/26/26     $ 887,967  
 

SLM Student Loan Trust Series 2008-5, Class A4(b)

 
  159,474       2.856     07/25/23       163,384  
 

SLM Student Loan Trust Series 2013-3, Class A2(b)

 
  17,158       1.516     05/26/20       17,154  
 

SLM Student Loan Trust Series 2014-1, Class A2(b)

 
  25,190       1.596     07/26/21       25,203  
 

South Texas Higher Education Authority, Inc. Series 2012-1,
Class A2(b)

 
 
  127,292       1.998       10/01/24       127,818  
 

Utah State Board of Regents Series 2015-1, Class A(b)

 
  461,097       1.816     02/25/43       462,208  
 

Wachovia Student Loan Trust Series 2005-1, Class A5(b)

 
  39,963       1.286     01/26/26       39,896  
     

 

 

 
        15,732,800  

 

 

 
  TOTAL ASSET-BACKED SECURITIES  
  (Cost $29,954,941)   $ 30,081,509  

 

 

 
     
  Municipal Bond(b)(c) – 0.1%  
 

New York – 0.1%

 
 

Freddie Mac Multifamily Ml Certificates RB Pass Through
Series 2017

 
 
$ 100,000       1.650     01/25/33     $ 100,105  
  (Cost $100,000)      

 

 

 
     
  U.S. Treasury Obligations – 2.0%  
 

U.S. Treasury Bond

 
$ 70,000       3.000     05/15/47     $ 72,271  
 

U.S. Treasury Inflation Indexed Note (TIPS)

 
  1,357,421       0.125     04/15/20       1,360,014  

 

 

 
  TOTAL U.S. TREASURY OBLIGATIONS  
  (Cost $1,435,190)   $ 1,432,285  

 

 

 
     
Shares     Distribution
Rate
          Value  
  Investment Company(a)(d) – 8.6%  
 

Goldman Sachs Financial Square Government Fund —
Institutional Shares

 
 
  6,064,898       0.845     $ 6,064,898  
  (Cost $6,064,898)    

 

 

 
  TOTAL INVESTMENTS – 100.4%  
  (Cost $70,690,104)     $ 70,845,654  

 

 

 
 

LIABILITIES IN EXCESS OF
OTHER ASSETS – (0.4)%

 
 
    (294,637

 

 

 
  NET ASSETS – 100.0%     $ 70,551,017  

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST HIGH QUALITY FLOATING RATE FUND

 

 

 

 

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, 2017.
(b)   Securities with “Call” features. Maturity dates disclosed are the final maturity dates.
(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 $15,358,253, which represents approximately 21.8% of net assets as of June 30, 2017.
(d)   Represents an affiliated issuer.

 

Investment Abbreviations:
ACES   —Alternative Credit Enhancement Securities
FHLB   —Federal Home Loan Bank
FHLMC   —Federal Home Loan Mortgage Corp.
FNMA   —Federal National Mortgage Association
GNMA   —Government National Mortgage Association
LIBOR   —London Interbank Offered Rate
RB   —Revenue Bond
REMIC   —Real Estate Mortgage Investment Conduit
TIPS   —Treasury Inflation-Protected Securities
ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At June 30, 2017, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
       Current
Value
       Unrealized
Gain (Loss)
 
90 Day Eurodollar        1          September 2017        $ 246,613        $ (830
90 Day Eurodollar        1          December 2017          246,313          (1,011
90 Day Eurodollar        1          March 2018          246,100          (1,161
90 Day Eurodollar        1          June 2018          245,913          (1,268
U.S. Long Bonds        (11)          September 2017          (1,690,563        (13,821
U.S. Ultra Long Treasury Bonds        2          September 2017          331,750          515  
2 Year U.S. Treasury Notes        (13)          September 2017          (2,809,422        3,602  
5 Year U.S. Treasury Notes        (19)          September 2017          (2,238,883        11,372  
10 Year U.S. Treasury Notes        37          September 2017          4,644,656          (9,737

10 Year U.S. Ultra Long Treasury Notes

       (8)          September 2017          (1,078,500        1,886  
TOTAL                                       $ (10,453

SWAP CONTRACTS — At June 30, 2017, the Fund had the following swap contracts:

CENTRALLY CLEARED INTEREST RATE SWAP CONTRACT

 

                Rates Exchanged        Market Value  
Notional Amount (000’s)      Termination
Date
      

Payments

Received

       Payments
Made
       Upfront
Payments Made
(Received)
    Unrealized
Gain (Loss)
 

$100(a)

       09/20/47          3 Month LIBOR          2.500        $ (1,956)      $2,840  

 

(a) Represents forward starting interest rate swap whose effective date of commencement of accruals and cash flows occur subsequent to June 30, 2017.

 

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, 2017 (Unaudited)

 

     Core Fixed Income
Fund
    Equity Index
Fund
    Growth
Opportunities
Fund
    High Quality
Floating Rate
Fund
 
        
Assets:                         

Investments in unaffiliated issuers, at value (cost $114,688,769, $69,036,442, $128,132,004 and $64,625,206)(a)

   $ 116,160,984     $ 167,890,181     $ 166,716,055     $ 64,780,756  

Investments in affiliated issuers, at value (cost $1,111,197, $325,755, $1,498,070 and $6,064,898)

     1,111,197       660,596       1,498,070       6,064,898  

Investments in affiliated securities lending reinvestment vehicle, at value (cost $0, $304,575, $4,540,100 and $0)

           304,575       4,540,100        

Cash

     1,654,803       469,352       2,603,892       1,059,522  

Foreign currencies, at value (cost $64,828, $0, $0 and $0)

     66,163                    

Receivables:

        

Investments sold on an extended-settlement basis

     6,277,640                   267,151  

Investments sold

     735,882       710,233       2,244,788        

Interest and dividends

     645,761       169,247       49,996       99,254  

Collateral on certain derivative contracts(b)

     585,928                   360,506  

Fund shares sold

     21,843             941        

Reimbursement from investment adviser

     20,318       18,375       15,286       14,256  

Securities lending income

           200       159        

Unrealized gain on forward foreign currency exchange contracts

     343,443                    

Variation margin on certain derivative contracts

           453             3,302  

Other assets

     470       630       615       355  
Total assets      127,624,432       170,223,842       177,669,902       72,650,000  
        
        
Liabilities:                         

Forward sale contracts, at value (proceeds received $1,031,992, $0, $0 and $0)

     1,027,148                    

Unrealized loss on forward foreign currency exchange contracts

     296,413                    

Variation margin on certain derivative contracts

     19,966                    

Payables:

        

Investments purchased on an extended-settlement basis

     15,608,314                   1,950,000  

Management fees

     36,423       29,601       117,501       15,787  

Distribution and Service fees and Transfer Agency fees

     24,693       38,058       24,925       16,086  

Fund shares redeemed

     884       23,697       74,520       16,300  

Payable upon return of securities loaned

           304,575       4,540,100        

Investments purchased

           71,859       2,143,637        

Accrued expenses

     105,472       74,781       79,055       100,810  
Total liabilities      17,119,313       542,571       6,979,738       2,098,983  
        
        
Net Assets:                         

Paid-in capital

     114,130,250       71,271,245       119,998,566       71,402,540  

Undistributed (distributions in excess of) net investment income (loss)

     (342,078     1,572,495       (156,490     (9,379

Accumulated net realized gain (loss)

     (4,733,315     (2,346,334     12,264,037       (990,081

Net unrealized gain

     1,450,262       99,183,865       38,584,051       147,937  
NET ASSETS    $ 110,505,119     $ 169,681,271     $ 170,690,164     $ 70,551,017  

Net Assets:

        

Institutional

   $ 206,210     $     $ 4,279,957     $ 55,699  

Service

     110,298,909       169,681,271       166,410,207       66,979,964  

Advisor

                       3,515,354  

Total Net Assets

   $ 110,505,119     $ 169,681,271     $ 170,690,164     $ 70,551,017  

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

        

Institutional

     19,352             549,467       5,346  

Service

     10,358,192       10,734,198       21,550,583       6,441,476  

Advisor

                       337,741  

Net asset value, offering and redemption price per share:

        

Institutional

     $10.66       $     —       $7.79       $10.42  

Service

     10.65       15.81       7.72       10.40  

Advisor

                       10.41  

(a) Includes loaned securities having a market value of $296,508 and $4,438,662 for the Equity Index and Growth Opportunities Funds, respectively.

(b) Segregated for initial margin and/or collateral on transactions as follows:

 

Fund

  

Forwards

    

Futures

    

Swaps

 
Core Fixed Income    $ 380,000      $      $ 205,928  
High Quality Floating Rate             346,000        14,506  

 

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, 2017 (Unaudited)

 

     Core Fixed Income
Fund
    Equity Index
Fund
    Growth
Opportunities
Fund
    High Quality
Floating Rate
Fund
 
        
Investment income:  

Interest

   $ 1,346,364     $ 300     $     $ 533,923  

Dividends — affiliated issuers

     10,829       4,288       2,407       15,927  

Dividends — unaffiliated issuers

           1,718,538       652,943        

Securities lending income — affiliated issuer

           1,158       41,327        
Total investment income      1,357,193       1,724,284       696,677       549,850  
        
        
Expenses:                

Management fees

     219,712       252,586       834,539       138,945  

Distribution and Service fees(a)

     137,126       210,487       203,792       88,971  

Professional fees

     65,281       40,560       39,683       53,055  

Custody, accounting and administrative services

     30,931       27,749       28,951       27,957  

Printing and mailing costs

     19,137       22,117       18,003       13,581  

Transfer Agency fees(a)

     10,985       16,838       16,689       6,947  

Trustee fees

     8,274       8,229       8,236       8,142  

Other

     2,933       11,110       3,665       2,358  
Total expenses      494,379       589,676       1,153,558       339,956  

Less — expense reductions

     (128,038     (182,388     (290,583     (121,335
Net expenses      366,341       407,288       862,975       218,621  
NET INVESTMENT INCOME (LOSS)      990,852       1,316,996       (166,298     331,229  
        
        
Realized and unrealized gain (loss):                

Net realized gain (loss) from:

        

Investments — unaffiliated issuers (including commissions recaptured of $0, $0, $2,428 and $0)

     757,873       4,924,755       14,090,563       32,659  

Investments — affiliated issuer

           21,177              

Futures contracts

     260,509       92,519             (27,665

Swap contracts

     39,058                   (1,400

Forward foreign currency exchange contracts

     19,773                    

Foreign currency transactions

     (11,452                  

Net change in unrealized gain (loss) on:

        

Investments — unaffiliated issuers

     577,879       8,445,938       9,039,566       175,123  

Investments — affiliated issuers

           (74,735            

Futures contracts

     (88,386     2,408             (15,406

Swap contracts

     5,962                   2,840  

Forward foreign currency exchange contracts

     (71,663                  

Foreign currency translation

     985                    
Net realized and unrealized gain      1,490,538       13,412,062       23,130,129       166,151  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 2,481,390     $ 14,729,058     $ 22,963,831     $ 497,380  

(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

   $ 137,126        N/A      $ 16      $ 10,969        N/A  

Equity Index

     210,487        N/A        N/A        16,838        N/A  

Growth Opportunities

     203,792        N/A        387        16,302        N/A  

High Quality Floating Rate

     83,076      $ 5,895        6        6,646      $ 295  

 

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


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, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
    For the
Six Months Ended
June 30, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
 
        
From operations:  

Net investment income (loss)

   $ 990,852     $ 2,275,333     $ 1,316,996     $ 2,824,658  

Net realized gain (loss)

     1,065,761       341,177       5,038,451       9,625,482  

Net change in unrealized gain

     424,777       197,933       8,373,611       5,122,443  
Net increase in net assets resulting from operations      2,481,390       2,814,443       14,729,058       17,572,583  
        
        
Distributions to shareholders:                

From net investment income

        

Institutional Shares

     (3,250     (712            

Service Shares

     (1,957,630     (2,237,128           (3,549,296

Advisor Shares

                        

From net realized gains

        

Institutional Shares

                        

Service Shares

                       (7,414,419
Total distributions to shareholders      (1,960,880     (2,237,840           (10,963,715
        
        
From share transactions:                

Proceeds from sales of shares

     4,350,284       18,825,312       677,243       3,310,921  

Reinvestment of distributions

     1,960,880       2,237,840             10,963,715  

Cost of shares redeemed

     (6,892,830     (16,023,575     (11,275,886     (24,627,725
Net increase (decrease) in net assets resulting from share transactions      (581,666     5,039,577       (10,598,643     (10,353,089
TOTAL INCREASE (DECREASE)      (61,156     5,616,180       4,130,415       (3,744,221
        
        
Net assets:                

Beginning of period

     110,566,275       104,950,095       165,550,856       169,295,077  

End of period

   $ 110,505,119     $ 110,566,275     $ 169,681,271     $ 165,550,856  
Undistributed (distributions in excess of) net investment income (loss)    $ (342,078   $ 627,950     $ 1,572,495     $ 255,499  

 

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, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
    For the
Six Months Ended
June 30, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
 
     
               
$ (166,298   $ (604,577   $ 331,229     $ 532,255  
  14,090,563       (776,503     3,594       58,118  
  9,039,566       3,723,297       162,557       123,607  
  22,963,831       2,342,217       497,380       713,980  
     
     
               
     
              (500     (314
              (390,049     (665,766
              (18,213     (15,910
     
        (23,519            
        (1,048,654            
        (1,072,173     (408,762     (681,990
     
     
               
  2,590,920       18,099,066       5,966,819       9,233,882  
        1,072,173       408,762       681,989  
  (14,306,202     (29,684,783     (4,306,674     (12,519,662

 

(11,715,282

    (10,513,544     2,068,907       (2,603,791
  11,248,549       (9,243,500     2,157,525       (2,571,801
     
     
               
  159,441,615       168,685,115       68,393,492       70,965,293  
$ 170,690,164     $ 159,441,615     $ 70,551,017     $ 68,393,492  

$

(156,490

  $ 9,808     $ (9,379   $ 68,154  

 

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
       
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)

 

2017 - Institutional

  $ 10.61     $ 0.11     $ 0.14     $ 0.25     $ (0.20   $ 10.66       2.40   $ 206       0.42 %(d)      0.65 %(d)      2.03 %(d)      125

2017 - Service

    10.60       0.10       0.14       0.24       (0.19     10.65       2.28       110,299       0.67 (d)      0.90 (d)      1.80 (d)      125  
                       

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    10.53       0.24       0.08       0.32       (0.24     10.61       2.98       90       0.43       0.65       2.28       329  

2016 - Service

    10.53       0.22       0.07       0.29       (0.22     10.60       2.70       110,476       0.67       0.91       2.05       329  

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  

 

(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                                            
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)

 

2017 - Service

  $ 14.49     $ 0.12     $ 1.20     $ 1.32     $     $     $     $ 15.81       9.11   $ 169,681       0.48 %(d)      0.70 %(d)      1.56 %(d)      1
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Service

    13.91       0.25       1.35       1.60       (0.33     (0.69     (1.02     14.49       11.41       165,551       0.48       0.73       1.73       3  

2015 - Service

    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 - Service

    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 - Service

    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 - Service

    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  

 

(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
       
Year - Share Class   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
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
loss to average
net assets
    Portfolio
turnover
rate(c)
 

FOR THE SIX MONTHS ENDED JUNE 30, (UNAUDITED)

 

2017 - Institutional

  $ 6.78     $ (d)    $ 1.01     $ 1.01     $     $ 7.79       14.90   $ 4,280       0.88 %(e)      1.14 %(e)      (0.04 )%(e)      33

2017 - Service

    6.73       (0.01     1.00       0.99             7.72       14.71       166,410       1.04 (e)      1.39 (e)      (0.20 )(e)      33  
                       

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    6.71       (0.02     0.14       0.12       (0.05     6.78       1.71       3,518       0.89       1.16       (0.26     63  

2016 - Service

    6.68       (0.02     0.12       0.10       (0.05     6.73       1.42       155,924       1.05       1.40       (0.37     63  

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  

 

(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)

 

2017 - Institutional

  $ 10.41     $ 0.06     $ 0.02     $ 0.08     $ (0.07   $     $ (0.07   $ 10.42       0.80   $ 56       0.38 %(d)      0.72 %(d)      1.24 %(d)      21

2017 - Service

    10.38       0.05       0.03       0.08       (0.06           (0.06     10.40       0.78       66,980       0.62 (d)      0.97 (d)      0.96 (d)      21  

2017 - Advisor

    10.40       0.04       0.03       0.07       (0.06           (0.06     10.41       0.65       3,515       0.77 (d)      1.12 (d)      0.83 (d)      21  
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    10.40       0.11       0.03       0.14       (0.13           (0.13     10.41       1.35       25       0.39       0.78       1.03       47  

2016 - Service

    10.38       0.08       0.02       0.10       (0.10           (0.10     10.38       1.00       66,710       0.65       1.04       0.77       47  

2016 - Advisor

    10.40       0.06       0.03       0.09       (0.09           (0.09     10.40       0.96       1,658       0.80       1.18       0.62       47  

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       1045  

 

(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, 2017 (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

Shares of the Trust are offered to a separate account 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. LLC (formerly Goldman, Sachs & Co.) (“Goldman Sachs”), serves as investment adviser to the Funds pursuant to a management agreements (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 Funds’ valuation policy is to value investments at fair value.

B.  Investment Income and Investments — Investment income includes interest income, dividend income 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. Distributions received from the Funds’ investments 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.

 

54


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

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, each 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 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, if any, 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 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 a 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 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

U.S. GAAP defines the fair value of a financial instrument as 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); the Funds’ policy is to use the market approach. 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).

 

55


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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 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. With the exception of treasury securities of G8 countries, 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 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.

 

56


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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. A 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 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 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. For financial

 

57


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

reporting purposes, cash collateral that has been pledged to cover obligations of the Funds and cash collateral received, if any, is reported separately on the Statements of Assets and Liabilities as receivables/payables for collateral on certain derivative contracts. Non-cash collateral pledged by the Funds, if any, is noted in the Schedules of Investments.

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 a 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.

Short Term Investments — Short-term investments having a maturity of 60 days or less are valued using available market quotations as provided by a third party pricing vendor or broker. These investments are classified as Level 2 of the fair value hierarchy.

 

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3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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 a 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 Funds’ investments and derivatives classified in the fair value hierarchy as of June 30, 2017:

CORE FIXED INCOME                           
Investment Type      Level 1        Level 2        Level 3  
Assets               
Fixed Income               

Corporate Bonds

     $        $ 40,444,413        $  

Mortgage-Backed Securities

                27,681,990           

Collateralized Mortgage Obligations

                2,398,098           

Commercial Mortgage-Backed Security

                297,294           

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

       26,132,142          2,165,166           

Asset-Backed Securities

                13,425,571           

Foreign Government Securities

                2,519,216           

Supranational

                198,930           

Municipal Bonds

                898,164           
Investment Company        1,111,197                    
Total      $ 27,243,339        $ 90,028,842        $  
Liabilities               
Fixed Income               

Mortgage-Backed Securities — Forward Sales Contracts

     $        $ (1,027,148      $  
Derivative Type                              
Assets(a)               
Forward Foreign Currency Exchange Contracts      $        $ 343,443        $  
Futures Contracts        34,371                    
Interest Rate Swap Contracts                 172,964           
Total      $ 34,371        $ 516,407        $  
Liabilities(a)               
Forward Foreign Currency Exchange Contracts      $        $ (296,413      $  
Futures Contracts        (52,689                  
Inflation-Linked Swap Contract                 (1,024         
Interest Rate Swap Contracts                 (229,374         
Total      $ (52,689      $ (526,811      $  

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2017 (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)               

Europe

     $ 191,123        $        $  

North America

       168,259,732                    
U.S. Treasury Obligations and/or Other U.S. Government Agencies        99,922                    
Securities Lending Reinvestment Vehicle        304,575                    
Total      $ 168,855,352        $        $  
Derivative Type                              
Liabilities(a)               
Futures Contracts      $ (4,715      $        $  
GROWTH OPPORTUNITIES                           
Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock and/or Other Equity Investments(b)               

North America

     $ 166,716,055        $        $  
Investment Company        1498070                    
Securities Lending Reinvestment Vehicle        4,540,100                    
Total      $ 172,754,225        $        $  
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

     $ 1,432,285        $ 750,368        $  

Mortgage-Backed Securities

                5,979,346           

Collateralized Mortgage Obligations

                26,371,994           

Commercial Mortgage-Backed Security

                65,149           

Asset-Backed Securities

                30,081,509           

Municipal Bond

                100,105           
Investment Company        6,064,898                    
Total      $ 7,497,183        $ 63,348,471        $  
Derivative Type                              
Assets(a)               
Futures Contracts      $ 17,375        $        $  
Interest Rate Swap Contracts                 2,840           
Total      $ 17,375        $ 2,840        $  
Liabilities(a)               
Futures Contracts      $ (27,828      $        $  

 

(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 the table.

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

 

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4.    INVESTMENTS IN DERIVATIVES

 

The following tables set forth, by certain risk types, the gross value of derivative contracts as of June 30, 2017. 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.

Core Fixed Income

 

Risk         Statements of Assets and Liabilities   Assets     Statements of Assets and Liabilities   Liabilities  
Interest Rate        Variation margin on certain derivative contracts   $ 207,335 (a)    Variation margin on certain derivative contracts   $ (283,087 )(a) 
Currency        Receivables for unrealized gain on forward foreign currency exchange contracts     343,443     Payable for unrealized loss on forward foreign currency exchange contracts     (296,413
Total            $ 550,778         $ (579,500
          
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   $ (4,715
High Quality Floating Rate    Interest Rate   Variation margin on certain derivative contracts     20,215     Variation margin on certain derivative contracts     (27,828

 

(a) Includes unrealized gain (loss) on futures contracts and centrally cleared swap contracts described in the Additional Investment Information sections of the Schedules of Investments. Only the variation margin as of June 30, 2017 is reported within the Statements of Assets and Liabilities.

The following table sets forth, by certain risk types, the Funds’ gains (losses) related to these derivatives and their indicative volumes for the six months ended June 30, 2017. 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 futures contracts and swap contracts/Net change in unrealized gain (loss) on futures contracts and swap contracts   $ 301,943     $ (84,351     211  
Credit    Net realized gain (loss) from swap contracts/Net change in unrealized gain (loss) on swap contracts     (2,376     1,927       1  
Currency    Net realized gain (loss) from forward foreign currency exchange contracts/Net change in unrealized gain (loss) on forward foreign currency exchange contracts     19,773       (71,663     389  
Total        $ 319,340     $ (154,087     601  

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2017.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2017 (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         $ 92,519      $ 2,408       10  

High Quality Floating Rate

   Interest Rate           (29,065      (12,566     88  

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2017.

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS

A.  Management Agreement — Under the Agreement, GSAM manages the Funds, 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 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, 2017, 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     0.39
Growth Opportunities     1.00       1.00       0.90       0.86       0.84       1.00       0.85
High Quality Floating Rate     0.40       0.36       0.34       0.33       0.32       0.40       0.29

 

^ 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 28, 2018, and prior to such date GSAM may not terminate the arrangements without approval of the Trustees.

The Core Fixed Income, Growth Opportunities and High Quality Floating Rate Funds invest in Institutional Shares of 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, 2017, GSAM waived $2,929, $753 and $4,044 of the Core Fixed Income, Growth Opportunities 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, 2017, 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 28, 2018 and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees:

 

Net Management Rate
Fund   $0-$400 million   Over $400 million   Effective Rate
Equity Index   0.21%   0.20%   0.21 %

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

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, 2017.

B.  Distribution and/or Service (12b-1) Plans — The Trust, on behalf of Service Shares of each applicable Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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. For the six months ended June 30, 2017 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 28, 2018, and prior to such date Goldman Sachs may not terminate the arrangement without the approval of the Trustees.

The Trust, on behalf of Advisor Shares of each applicable Fund, has adopted a Distribution Plan subject to Rule 12b-1 under the Act. Under the Distribution Plan, Goldman Sachs 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, equal to, on an annual basis, 0.15% of the Fund’s average daily net assets attributable to Advisor Shares.

C.  Service Plans — The Trust, on behalf of Advisor Shares of each applicable Fund, has adopted a Service Plan to allow Advisor Shares to compensate service organizations (including Goldman Sachs) for providing varying levels of personal and account maintenance and administration services to their customers who are beneficial owners of such shares. The Service Plan provides for compensation to the service organizations equal to 0.25% of the average daily net assets attributable to Advisor Shares of the Fund.

D.  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 of Institutional, Service and Advisor Shares.

E.  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 0.034%, respectively. Prior to April 28, 2017, the Other Expense limitation was 0.074% for the High Quality Floating Rate Fund. These Other Expense limitations will remain in place through at least April 28, 2018, 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, 2017, 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   $ 2,929     $     $ 751     $ 124,358     $ 128,038  
Equity Index     75,777             214       106,397       182,388  
Growth Opportunities     121,273       73,366       745       95,199       290,583  
High Quality Floating Rate     36,543             457       84,335       121,335  

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

F.  Line of Credit Facility — As of June 30, 2017, 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 certain registered investment companies having management agreements with GSAM or its affiliates. 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 Funds based on the amount of the commitment that has not been utilized. For the six months ended June 30, 2017, the Funds did not have any borrowings under the facility.

G.  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, 2017:

 

Fund        Name of
Affiliated Issuer
   Market
Value
12/31/2016
     Purchases
at Cost
     Proceeds
from Sales
     Net
Realized
Gain (Loss)
     Change in
Unrealized
Appreciation
(Depreciation)
     Market
Value
6/30/2017
     Dividend
Income
 
Equity Index       Goldman Sachs Group, Inc. (The)    $ 758,338      $      $ (44,184    $ 21,177      $ (74,735    $ 660,596      $ 4,288  

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, 2017:

 

Fund   Market
Value
12/31/2016
    Purchases
at Cost
    Proceeds
from Sales
    Market
Value
6/30/2017
    Dividend
Income
 
Core Fixed Income   $ 289     $ 23,806,460     $ (22,695,552   $ 1,111,197     $ 10,829  
Growth Opportunities     4,209,790       13,011,580       (15,723,300     1,498,070       2,407  
High Quality Floating Rate     2,927,684       17,674,609       (14,537,395     6,064,898       15,927  

As of June 30, 2017, The Goldman Sachs Group, Inc. was the beneficial owner of approximately 13% and 46% of the Institutional Class Shares of the Core Fixed Income and High Quality Floating Rate Funds, respectively.

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, 2017, 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             $ 134,490,432        $ 19,279,560        $ 124,047,290        $ 17,494,714  
Equity Index                        2,197,062                   11,384,960  
Growth Opportunities                        53,678,032                   63,164,135  
High Quality Floating Rate               4,722,714          10,982,665          7,347,164          5,898,038  

 

64


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

7.    SECURITIES LENDING

 

The Growth Opportunities Fund may lend its securities through a securities lending agent, the Bank of New York Mellon (“BNYM”), to certain qualified borrowers. Pursuant to exemptive relief granted by the Securities and Exchange Commission (“SEC”) and the terms and conditions contained therein, the Equity Index 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 Funds’ securities lending procedures, the Funds receive 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 Funds, 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 Funds on the next business day. As with other extensions of credit, the Funds may experience delay in the recovery of their securities or incur a loss should the borrower of the securities breach its agreement with the Funds 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 Statements 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 Equity Index and Growth Opportunities Funds invest the cash collateral received in connection with securities lending transactions in the Goldman Sachs Financial Square Government Fund (“Government Money Market Fund”), an affiliated series of the Trust. The Government 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 a management fee of up to 0.205% on an annualized basis of the average daily net assets of the Government Money Market Fund.

In the event of a default by a borrower with respect to any loan, GSAL will and BNYM may exercise any and all remedies provided under the applicable borrower agreement to make the Funds 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 GSAL or BNYM are unable to purchase replacement securities, GSAL and/or BNYM will indemnify the Funds by paying the Funds an amount equal to the market value of the securities loaned minus the value of cash collateral received from the borrower for the loan, subject to an exclusion for any shortfalls resulting from a loss of value in such cash collateral due to reinvestment risk. The amounts of the Funds’ overnight and continuous agreements represent the gross amounts of recognized liabilities for securities lending transactions outstanding as of June 30, 2017 are disclosed as “Payable upon return of securities loaned” on the Statements of Assets and Liabilities.

Each of the Equity Index and Growth Opportunities Funds and GSAL and BNYM received compensation relating to the lending of the Funds’ securities. The amounts earned, if any, by the Funds’ for the six months ended June 30, 2017, are reported under Investment Income on the Statements of Operations.

The table below details securities lending activity with affiliates of Goldman Sachs:

 

          For the Six Months ended June 30, 2017           
Fund          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 June 30, 2017
 

Equity Index

        $ 126        $ 352        $ 54,125  

The following table provides information about the Fund’s investment in the Government Money Market Fund for the six months ended June 30, 2017:

 

Fund   Market
Value
12/31/2016
   

Purchases

at Cost

   

Proceeds

from Sales

   

Market
Value

6/30/2017

 
Equity Index   $ 153,725     $ 1,735,750     $ (1,584,900   $ 304,575  
Growth Opportunities     3,236,725       24,652,448       (23,349,073     4,540,100  

 

65


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

8.    TAX INFORMATION

 

As of the Funds’ most recent fiscal year end, December 31, 2016, 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:                    

Expiring 2018(1)

     $ (4,214,815      $        $        $  

Perpetual short-term

                         (249,583        (206,576

Perpetual long-term

                                  (756,229
Total capital loss carryforwards      $ (4,214,815      $        $ (249,583      $ (962,805
Timing differences (§ 857 (b)(9) deferred dividend, post October loss deferral, qualified late year loss and straddle loss deferrals)        (1,488,198        2,338          (711,289        (25,918

 

(1) Expiration occurs on December 31 of the year indicated.

As of June 30, 2017, 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      $ 115,824,969        $ 77,565,957        $ 135,026,020        $ 70,690,103  
Gross unrealized gain        2,021,949          101,804,592          40,406,920          347,862  
Gross unrealized loss        (574,737        (10,515,197        (2,678,715        (192,311
Net unrealized gain      $ 1,447,212        $ 91,289,395        $ 37,728,205        $ 155,551  

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, real estate investment trust investments, securities on loan and swaps.

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.

9.    OTHER RISKS

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

Derivatives Risk — The Funds’ use of derivatives may result in loss. Derivative instruments, which may pose risks in addition to and greater than those associated with investing directly in securities, currencies or other instruments, may be illiquid or less liquid, volatile, 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. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with investments in more traditional securities and instruments. Losses from 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 a 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

 

66


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

9.    OTHER RISKS (continued)

 

are near historic lows, but may be expected to increase in the future with unpredictable effects on the markets and a Fund’s investments. Fluctuations in interest rates may also affect the liquidity of fixed income securities and instruments held by the Funds.

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 the 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.

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 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.

11.    SUBSEQUENT EVENTS

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

 

67


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

12.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     Core Fixed Income Fund  
     For the Six Months Ended
June 30, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      11,678     $ 124,262       6,000     $ 64,838  
Reinvestment of distributions      306       3,250       66       712  
Shares redeemed      (1,151     (12,244     (18     (188
       10,833       115,268       6,048       65,362  
Service Shares         
Shares sold      397,217       4,226,022       1,743,245       18,760,474  
Reinvestment of distributions      184,950       1,957,630       206,845       2,237,128  
Shares redeemed      (645,767     (6,880,586     (1,488,768     (16,023,387
       (63,600     (696,934     461,322       4,974,215  
NET INCREASE (DECREASE)      (52,767   $ (581,666     467,370     $ 5,039,577  

 

     Equity Index Fund  
     For the Six Months Ended
June 30, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Service Shares         
Shares sold      44,617     $ 677,243       232,981     $ 3,310,921  
Reinvestment of distributions                  750,425       10,963,715  
Shares redeemed      (734,829     (11,275,886     (1,727,994     (24,627,725
NET DECREASE      (690,212   $ (10,598,643     (744,588   $ (10,353,089

 

68


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

 

 

12.    SUMMARY OF SHARE TRANSACTIONS (continued)

 

 

     Growth Opportunities Fund  
     For the Six Months Ended
June 30, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      47,711     $ 362,549       524,410     $ 3,733,669  
Reinvestment of distributions                  3,423       23,519  
Shares redeemed      (16,851     (125,532     (13,935     (95,699
       30,860       237,017       513,898       3,661,489  
Service Shares         
Shares sold      307,259       2,228,371       2,139,566       14,365,397  
Reinvestment of distributions                  153,762       1,048,654  
Shares redeemed      (1,925,776     (14,180,670     (4,384,503     (29,589,084
       (1,618,517     (11,952,299     (2,091,175     (14,175,033
NET DECREASE      (1,587,657   $ (11,715,282     (1,577,277   $ (10,513,544

 

     High Quality Floating Rate Fund  
     For the Six Months Ended
June 30, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      6,015     $ 62,750           $  
Reinvestment of distributions      48       500       31       314  
Shares redeemed      (3,164     (33,036            
       2,899       30,214       31       314  
Service Shares         
Shares sold      280,029       2,916,256       615,563       6,386,630  
Reinvestment of distributions      37,504       390,049       64,247       665,765  
Shares redeemed      (300,012     (3,124,776     (963,897     (9,999,019
       17,521       181,529       (284,087     (2,946,624
Advisor Shares         
Shares sold      286,667       2,987,813       274,402       2,847,252  
Reinvestment of distributions      1,749       18,213       1,533       15,910  
Shares redeemed      (110,084     (1,148,862     (243,055     (2,520,643
       178,332       1,857,164       32,880       342,519  
NET INCREASE (DECREASE)      198,752     $ 2,068,907       (251,176   $ (2,603,791

 

69


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

Fund Expenses — Six Month Period Ended June 30, 2017 (Unaudited)   

As a shareholder of Institutional, Service or Advisor Shares of the Fund, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
01/01/17
    Ending
Account
Value
06/30/17
    Expenses
Paid for the
6 Months
Ended
06/30/17*
    Beginning
Account
Value
01/01/17
    Ending
Account
Value
06/30/17
    Expenses
Paid for the
6 Months
Ended
06/30/17*
    Beginning
Account
Value
01/01/17
    Ending
Account
Value
06/30/17
    Expenses
Paid for the
6 Months
Ended
06/30/17*
    Beginning
Account
Value
01/01/17
    Ending
Account
Value
06/30/17
    Expenses
Paid for the
6 Months
Ended
06/30/17*
 
Institutional                                                

Actual

  $ 1,000     $ 1,024.00     $ 2.11       N/A       N/A       N/A     $ 1,000     $ 1,149.00     $ 4.69     $ 1,000     $ 1,008.00     $ 1.89  

Hypothetical 5% return

    1,000       1,022.71     2.11       N/A       N/A       N/A       1,000       1,020.43     4.41       1,000       1,022.91     1.91  
Service                                                

Actual

    1,000       1,022.80       3.36     $ 1,000     $ 1,091.10     $ 2.49       1,000       1,147.10       5.54       1,000       1,007.80       3.09  

Hypothetical 5% return

    1,000       1,021.47     3.36       1,000       1,022.41     2.41       1,000       1,019.64     5.21       1,000       1,021.72     3.11  
Advisor                                                

Actual

    N/A       N/A       N/A       N/A       N/A       N/A       N/A       N/A       N/A       1,000       1,006.50       3.83  

Hypothetical 5% return

    N/A       N/A       N/A       N/A       N/A       N/A       N/A       N/A       N/A       1,000       1,020.98     3.86  

 

  * 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, 2017. 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      0.42     0.67     N/A  
Equity Index      N/A       0.48       N/A  
Growth Opportunities      0.88       1.04       N/A  
High Quality Floating Rate      0.38       0.62       0.77

 

  + 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.  

 

 

70


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, 2018 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 14-15, 2017 (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 four 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”), a benchmark performance index, and (in the case of the Growth Opportunities Fund) a composite of accounts with comparable investment strategies managed by the Investment Adviser; and information on 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 levels 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 undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations;

 

71


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

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

 

  (h)   information relating to the profitability of the Management Agreements and the transfer agency and distribution and service arrangements of the Fund 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 (in the case of the Equity Index Fund), 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 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)   portfolio manager ownership of Fund shares; 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 administrative 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 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.

 

72


GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

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

 

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, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. 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 had 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 Growth Opportunities 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 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 second quartile of the Fund’s peer group for the three-year period and in the third quartile for the one-year period, and had outperformed the Fund’s benchmark index for the one- and three-year periods ended March 31, 2017. They noted 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, 2017. They also noted that the Equity Index Fund had experienced certain portfolio management changes in the first quarter of 2017. The Trustees noted that the Growth Opportunities Fund’s Institutional Shares had placed in the fourth quartile of the Fund’s peer group and had underperformed the Fund’s benchmark index for the one- and three-year periods ended March 31, 2017. They also observed that the High Quality Floating Rate Fund’s Institutional Shares had placed in the first quartile of the Fund’s peer group for the one-year period and in the third quartile for the three-year period, and had outperformed the Fund’s benchmark index for the one- and three-year periods ended March 31, 2017.

Costs of Services Provided and Competitive Information

The Trustees considered the contractual terms of the Agreements and the fee rates payable by each Fund thereunder 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 fee 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 data 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.

With respect to the Growth Opportunities and High Quality Floating Rate Funds, the Trustees noted that the management fee breakpoint schedules were being reduced at all asset levels. In addition, the Trustees considered the Investment Adviser’s undertakings to implement fee waivers and/or expense limitations. 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 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.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

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

 

Profitability

The Trustees reviewed each Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for each Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

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 undertakings to waive a portion of its management fee (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 Goldman Sachs & Co. LLC’s (“Goldman Sachs”) undertaking to waive a portion of the distribution and service fees paid by the Growth Opportunities 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.

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

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

 

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) fees earned by Goldman Sachs Agency Lending (“GSAL”), an affiliate of the Investment Adviser, as securities lending agent for the Equity Index Fund (and fees earned by the Investment Adviser for managing the fund in which the Equity Index Fund’s cash collateral is invested); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Funds on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (h) Goldman Sachs’ retention of certain fees as Fund Distributor; (i) 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 (j) 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; (h) the Equity Index 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 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, 2018.

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 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, 2017.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST FUNDS

 

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

 

Costs of Services Provided

The Trustees reviewed the terms of the Sub-Advisory Agreement, including the schedule of fees payable to 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

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 considered the Investment Adviser’s belief 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 should be approved and continued until June 30, 2018.

 

76


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Treasurer, Senior Vice
Diana M. Daniels   President and Principal Financial Officer

Herbert J. Markley

James A. McNamara

 

Joseph F. DiMaria, Assistant Treasurer and Principal Accounting Officer

Jessica Palmer

 

Caroline L. Kraus, Secretary

Roy W. Templin

 

Gregory G. Weaver

 

GOLDMAN SACHS & CO. LLC

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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

© 2017 Goldman Sachs. All rights reserved.

VITMLTISAR-17/100758-TMPL-08/2017-585389/16.5k


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Small Cap Equity Insights Fund

Semi-Annual Report

June 30, 2017

 

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, 2017 (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 1.23% and 1.09%, respectively. These returns compare to the 4.99% 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 Reporting Period?

Representing the U.S. equity market, the S&P 500® Index gained 9.34% during the Reporting Period.

As the Reporting Period began in January 2017, U.S. equities rallied to new highs on the prospect of deregulation following executive orders on oil pipelines and on further optimism around infrastructure spending after a $1 trillion proposal from Senate Democrats. Despite political uncertainty and protectionism concerns, U.S. equities continued to rally in February 2017, driven by “risk on” sentiment, or reduced risk aversion, owing to potential U.S. tax reform and deregulation as well as by stronger economic data. In March 2017, the U.S. Federal Reserve (the “Fed”) raised interest rates for the third time since the 2008 global financial crisis, while maintaining projections for three rate hikes this year. However, a seemingly cautious stance on the future path of monetary tightening from Fed Chair Janet Yellen and the presence of a dissenter on the policy committee led to a dovish market reaction. (Dovish tends to suggest lower interest rates; opposite of hawkish.) Political risks subsequently drove U.S. equities lower in the wake of House Republicans’ struggle to schedule a vote on health care. For the month of March 2017, U.S. equities were virtually flat.

U.S. equities fell in April 2017, as Fed minutes suggested stocks were overvalued. However, U.S. equities subsequently rebounded on strong first quarter 2017 earnings results and receding European political risk following the French election. Although the U.S. labor market remained strong and wage growth accelerated, economic activity and inflation data appeared to be moderating during the second quarter of 2017. Core inflation softened to 1.7% year-over-year in May 2017, marking a third consecutive month of weakness, while core personal consumption expenditures remained below the Fed’s 2% target at just 1.4% year-over-year. In addition, market expectations for pro-growth U.S. fiscal policy were dampened by domestic political developments. Nonetheless, the Fed proceeded to raise the targeted federal funds rate by 25 basis points in June 2017, citing ongoing strength in the labor market and a pick-up in household spending and business fixed investment. (A basis point is 1/100th of a percentage point.) The results of the Fed’s 2017 Comprehensive Capital Analysis and Review (“CCAR”) stress test for banks were encouraging, with improving payout ratios. (Payout ratio is the proportion of earnings paid out as dividends to shareholders.)

For the Reporting Period overall, information technology, health care and consumer discretionary were the best performing sectors in the S&P 500® Index by a wide margin. The weakest performing sectors in the S&P 500® Index were energy and telecommunication services, the only two to post negative absolute returns, followed by real estate and financials, which were comparatively weak but generated 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, large-cap stocks, as measured by the Russell 1000® Index, performed best, followed by mid-cap stocks, as measured by the Russell Midcap® Index, and then at some distance by small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, growth-oriented stocks significantly outpaced value-oriented stocks across the capitalization spectrum. (All as measured by the Russell indices.)

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

During the Reporting Period, the Fund underperformed the Russell Index on a relative basis. Four of our quantitative model’s six investment themes added to relative performance. However, the Fund underperformed the Index largely because of certain individual stock positions.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

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, four of our six investment themes contributed positively to the Fund’s relative performance. The Valuation, Momentum and Quality themes contributed most positively to 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 Momentum theme seeks to predict drifts in stock prices caused by delayed investor reaction to company-specific information and information about related companies. The Quality theme assesses both firm and financial quality. The Management theme assesses the characteristics, policies and strategic decisions of company management.

The Fund’s Sentiment theme detracted most from the Fund’s relative performance, followed by Profitability. The Sentiment theme reflects selected investment views and decisions of individuals and financial intermediaries. 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, certain individual stock positions detracted from relative performance. The Fund was hurt most by security selection in the consumer discretionary, information technology and industrials sectors. Conversely, security selection in the financials and real estate sectors bolstered relative returns. Having underweighted allocations to financials and consumer staples, which each lagged the Russell Index during the Reporting Period, also contributed positively to the Fund’s relative performance.

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 women’s casual clothing retailer Chico’s FAS, consumer fashion accessories company Fossil Group and re-insurance company Maiden Holdings. The Fund was overweight Chico’s FAS due to our positive views on Quality and Value. Our positive views on Momentum and Value led us to overweight Fossil Group. We chose to overweight Maiden Holdings because of our positive views on Value and 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 development-stage biotechnology company Exelixis, gaming facilities owner and operator Penn National Gaming and technology hardware and equipment manufacturer Rogers. We chose to overweight Exelixis because of our positive views on Sentiment and Quality. Our positive views on Sentiment and Momentum led us to overweight Penn National Gaming. The Fund was overweight Rogers due to our positive views on Sentiment and 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

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

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. During the Reporting Period, we made numerous enhancements to our models. As example, we made two enhancements to our Sentiment theme. The first enhancement introduced a signal in the U.S. region, which looks at characteristics of a company’s credit default swaps term structure to infer investor expectations regarding the health of that company. Secondly, we introduced an enhancement in the U.S. region that looks at the 10-K and 10-Q filings of companies as an indicator of stock price movements. We use natural language processing techniques to parse through quarterly filings in an effort to gauge various aspects of a company related to management sentiment, their outlook and their thoughts on upcoming risks.

We also enhanced our Valuation theme in the Japan region by evaluating the worth of companies’ patents. We utilize data on the exclusiveness of Japanese companies’ patent portfolios with the goal of determining which companies have the most valuable patent portfolios. We believe that companies with more exclusive patents tend to outperform in the long run.

What was the Fund’s sector positioning relative to its benchmark index at the end of the Reporting Period?

As of June 30, 2017, the Fund was overweight the consumer discretionary and information technology sectors relative to the Russell Index. The Fund was underweight financials, health care and utilities and was rather neutrally weighted in materials, real estate, energy, telecommunication services, industrials and consumer staples compared to the benchmark index on the same date.

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

During the Reporting Period, one Vice President left the Equity Alpha team and one Vice President joined the team. QIS employs a globally integrated team of more than 90 professionals, with an additional 75-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.

 

3


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 represent approximately 92% of the total market capitalization of the Russell 3000 Index. It is not possible to invest directly in an index.

 

4


FUND BASICS

 

Small Cap Equity Insights Fund

as of June 30, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      20.86      13.12      6.20      6.81    2/13/98
Service      20.57        12.84        N/A        7.43      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      1.04
Service        1.06        1.29  

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any 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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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 6/30/173,4

 

 

Holding      % of Net Assets        Line of Business
First Industrial Realty Trust, Inc. (REIT)        0.8%        Real Estate
American Equity Investment Life Holding Co.        0.8      Insurance
Aaron’s, Inc.        0.8      Retailing
Rogers Corp.        0.8      Technology Hardware & Equipment
PS Business Parks, Inc. (REIT)        0.8      Real Estate
Sunstone Hotel Investors, Inc. (REIT)        0.8      Real Estate
Entegris, Inc.        0.7      Semiconductors & Semiconductor Equipment
Masimo Corp.        0.7      Health Care Equipment & Services
EMCOR Group, Inc.        0.7      Capital Goods
Benchmark Electronics, Inc.        0.7      Technology Hardware & Equipment

 

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 Government Fund (a securities lending reinvestment vehicle) which represents 1.1% of the Fund’s net assets as of 06/30/2017.

 

5


FUND BASICS

 

Small Cap Equity Insights Fund (continued)

as of June 30, 2017

 

FUND VS. BENCHMARK SECTOR ALLOCATIONS5

As of June 30, 2017

 

 

 

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 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 1.1% of the Fund’s net assets at June 30, 2017. 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.

 

6


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Schedule of Investments

June 30, 2017 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – 97.9%  
 

Automobiles & Components – 1.8%

  5,574      Cooper-Standard Holdings, Inc.*    $ 562,249  
  724      Dorman Products, Inc.*      59,926  
  2,722      LCI Industries      278,733  
  13,446      Superior Industries International, Inc.      276,315  
  9,013      Tenneco, Inc.      521,222  
     

 

 

 
        1,698,445  

 

 

 
 

Banks – 9.0%

  
  210      BancFirst Corp.      20,286  
  637      Banner Corp.      35,997  
  12,466      Beneficial Bancorp, Inc.      186,990  
  4,961      BofI Holding, Inc.*(a)      117,675  
  1,031      CenterState Banks, Inc.      25,631  
  20,596      Central Pacific Financial Corp.      648,156  
  26,295      CVB Financial Corp.      589,797  
  19,279      Dime Community Bancshares, Inc.      377,868  
  2,556      Enterprise Financial Services Corp.      104,285  
  12,471      FCB Financial Holdings, Inc. Class A*      595,490  
  558      Federal Agricultural Mortgage Corp. Class C      36,103  
  5,978      First Busey Corp.      175,275  
  1,730      First Citizens BancShares, Inc. Class A      644,771  
  13,231      First Commonwealth Financial Corp.      167,769  
  10,435      Hanmi Financial Corp.      296,876  
  243      Heartland Financial USA, Inc.      11,445  
  4,359      Hilltop Holdings, Inc.      114,249  
  2,432      Home BancShares, Inc.      60,557  
  2,620      HomeStreet, Inc.*      72,508  
  1,184      IBERIABANK Corp.      96,496  
  7,682      International Bancshares Corp.      269,254  
  4,648      Meridian Bancorp, Inc.      78,551  
  39,181      OFG Bancorp      391,810  
  100      Peapack Gladstone Financial Corp.      3,129  
  7,826      Radian Group, Inc.      127,955  
  8,216      Sandy Spring Bancorp, Inc.      334,063  
  100      TriCo Bancshares      3,515  
  2,605      TrustCo Bank Corp.      20,189  
  7,768      UMB Financial Corp.      581,512  
  22,267      Umpqua Holdings Corp.      408,822  
  20,607      United Community Banks, Inc.      572,875  
  12,393      Walker & Dunlop, Inc.*      605,150  
  8,552      Wintrust Financial Corp.      653,715  
     

 

 

 
        8,428,764  

 

 

 
 

Capital Goods – 7.6%

  
  797      American Woodmark Corp.*      76,153  
  1,634      Applied Industrial Technologies, Inc.      96,488  
  8,024      Argan, Inc.      481,440  
  1,564      Armstrong Flooring, Inc.*      28,105  
  3,275      Astec Industries, Inc.      181,795  
  14,324      BMC Stock Holdings, Inc.*      312,979  
  2,652      Briggs & Stratton Corp.      63,913  
  499      Caesarstone Ltd.*      17,490  
  21,669      Continental Building Products, Inc.*      504,888  

 

 

 
  Common Stocks – (continued)  
 

Capital Goods – (continued)

  
  6,598      Curtiss-Wright Corp.    605,564  
  2,753      Ducommun, Inc.*      86,940  
  10,624      EMCOR Group, Inc.      694,597  
  6,604      Esterline Technologies Corp.*      626,059  
  735      Generac Holdings, Inc.*      26,556  
  1,277      Gibraltar Industries, Inc.*      45,525  
  14,910      H&E Equipment Services, Inc.      304,313  
  3,045      Harsco Corp.*      49,024  
  16,127      Hillenbrand, Inc.      582,185  
  2,582      Kennametal, Inc.      96,618  
  17,515      LSI Industries, Inc.      158,511  
  2,133      Masonite International Corp.*      161,042  
  5,300      MasTec, Inc.*      239,295  
  1,025      Milacron Holdings Corp.*      18,030  
  4,149      Miller Industries, Inc.      103,103  
  1,749      MYR Group, Inc.*      54,254  
  876      Neff Corp. Class A*      16,644  
  612      Powell Industries, Inc.      19,578  
  16,362      Rush Enterprises, Inc. Class A*      608,339  
  519      SPX FLOW, Inc.*      19,141  
  1,385      TriMas Corp.*      28,877  
  7,605      Triumph Group, Inc.      240,318  
  2,042      Universal Forest Products, Inc.      178,287  
  20,997      Wabash National Corp.      461,514  
     

 

 

 
        7,187,565  

 

 

 
 

Commercial & Professional Services – 5.2%

  
  2,195      Barrett Business Services, Inc.      125,752  
  18,106      Brady Corp. Class A      613,793  
  840      Brink’s Co. (The)      56,280  
  3,852      CBIZ, Inc.*      57,780  
  6,156      CECO Environmental Corp.      56,512  
  2,539      Essendant, Inc.      37,653  
  374      Exponent, Inc.      21,804  
  7,602      FTI Consulting, Inc.*      265,766  
  2,080      Heidrick & Struggles International, Inc.      45,240  
  607      HNI Corp.      24,201  
  656      ICF International, Inc.*      30,898  
  936      Kelly Services, Inc. Class A      21,013  
  32,194      Kimball International, Inc. Class B      537,318  
  2,077      Knoll, Inc.      41,644  
  1,873      Matthews International Corp. Class A      114,721  
  15,221      McGrath RentCorp      527,103  
  7,467      MSA Safety, Inc.      606,096  
  8,465      Navigant Consulting, Inc.*      167,268  
  4,268      On Assignment, Inc.*      231,112  
  13,957      Quad/Graphics, Inc.      319,895  
  19,447      RPX Corp.*      271,286  
  1,840      RR Donnelley & Sons Co.      23,074  
  2,270      Steelcase, Inc. Class A      31,780  
  9,136      TriNet Group, Inc.*      299,113  
  3,176      TrueBlue, Inc.*      84,164  
  3,722      WageWorks, Inc.*      250,118  
     

 

 

 
        4,861,384  

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Schedule of Investments (continued)

June 30, 2017 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – (continued)  
 

Consumer Durables & Apparel – 3.7%

  
  19,786      Beazer Homes USA, Inc.*    $ 271,464  
  32,731      Callaway Golf Co.      418,302  
  6,989      Deckers Outdoor Corp.*      477,069  
  18,147      Fossil Group, Inc.*      187,822  
  4,291      Installed Building Products, Inc.*      227,209  
  3,778      Libbey, Inc.      30,451  
  737      Malibu Boats, Inc. Class A*      19,066  
  1,740      MCBC Holdings, Inc.*      34,017  
  15,722      MDC Holdings, Inc.      555,458  
  315      Oxford Industries, Inc.      19,684  
  8,155      Steven Madden Ltd.*      325,792  
  24,191      Taylor Morrison Home Corp. Class A*      580,826  
  10,203      Wolverine World Wide, Inc.      285,786  
     

 

 

 
        3,432,946  

 

 

 
 

Consumer Services – 4.3%

  
  8,995      Belmond Ltd. Class A*      119,634  
  10,379      Bridgepoint Education, Inc.*      153,194  
  5,476      Capella Education Co.      468,746  
  8,235      Chegg, Inc.*      101,208  
  14,295      International Speedway Corp. Class A      536,777  
  21,290      K12, Inc.*      381,517  
  2,150      Marriott Vacations Worldwide Corp.      253,162  
  860      Monarch Casino & Resort, Inc.*      26,015  
  32,333      Penn National Gaming, Inc.*      691,926  
  5,678      Red Rock Resorts, Inc. Class A      133,717  
  36,950      Regis Corp.*      379,477  
  7,053      Scientific Games Corp. Class A*      184,083  
  2,212      SeaWorld Entertainment, Inc.      35,989  
  10,480      Sotheby’s*      562,462  
     

 

 

 
        4,027,907  

 

 

 
 

Diversified Financials – 4.9%

  
  13,701      AG Mortgage Investment Trust, Inc. (REIT)      250,728  
  101,170      Anworth Mortgage Asset Corp. (REIT)(b)      608,032  
  1,717      ARMOUR Residential REIT, Inc. (REIT)      42,925  
  1,748      Cherry Hill Mortgage Investment Corp. (REIT)      32,285  
  14,031      Enova International, Inc.*      208,360  
  9,536      Evercore Partners, Inc. Class A      672,288  
  5,333      GAMCO Investors, Inc. Class A      157,857  
  18,092      Greenhill & Co., Inc.      363,649  
  950      Houlihan Lokey, Inc.      33,155  
  38,808      Invesco Mortgage Capital, Inc. (REIT)      648,482  
  12,688      Moelis & Co. Class A      492,929  
  22,399      MTGE Investment Corp. (REIT)      421,101  
  678      Nelnet, Inc. Class A      31,873  
  5,740      Piper Jaffray Cos.      344,113  
  14,784      Western Asset Mortgage Capital Corp. (REIT)      152,275  

 

 

 
  Common Stocks – (continued)  
 

Diversified Financials – (continued)

  
  1,702      World Acceptance Corp.*    127,497  
     

 

 

 
        4,587,549  

 

 

 
 

Energy – 3.9%

  
  9,610      Archrock, Inc.      109,554  
  1,331      C&J Energy Services, Inc.*      45,613  
  10,429      Clean Energy Fuels Corp.*      26,490  
  12,673      CVR Energy, Inc.(a)      275,765  
  21,039      Delek US Holdings, Inc.      556,271  
  67,843      Denbury Resources, Inc.*      103,800  
  11,807      EP Energy Corp. Class A*(a)      43,214  
  5,729      Exterran Corp.*      152,964  
  24,570      Fairmount Santrol Holdings, Inc.*(a)      95,823  
  10,670      Green Plains, Inc.      219,269  
  86,583      McDermott International, Inc.*      620,800  
  5,566      Newpark Resources, Inc.*      40,910  
  28,199      Oasis Petroleum, Inc.*      227,002  
  4,149      Oil States International, Inc.*      112,645  
  8,236      Pacific Ethanol, Inc.*      51,475  
  30,808      Pioneer Energy Services Corp.*      63,156  
  1,757      REX American Resources Corp.*      169,656  
  10,026      Rowan Cos. plc Class A*      102,666  
  28,807      Scorpio Tankers, Inc.      114,364  
  3,831      Smart Sand, Inc.*      34,134  
  8,468      Unit Corp.*      158,606  
  8,719      US Silica Holdings, Inc.      309,437  
     

 

 

 
        3,633,614  

 

 

 
 

Food, Beverage & Tobacco – 1.2%

  
  711      Coca-Cola Bottling Co. Consolidated      162,727  
  12,347      Darling Ingredients, Inc.*      194,342  
  1,372      Dean Foods Co.      23,324  
  5,685      Fresh Del Monte Produce, Inc.      289,423  
  1,583      John B Sanfilippo & Son, Inc.      99,903  
  838      Lancaster Colony Corp.      102,756  
  3,224      National Beverage Corp.      301,637  
     

 

 

 
        1,174,112  

 

 

 
 

Health Care Equipment & Services – 4.1%

  
  25,510      AngioDynamics, Inc.*      413,517  
  174      Atrion Corp.      111,934  
  2,617      Cantel Medical Corp.      203,891  
  648      Cardiovascular Systems, Inc.*      20,885  
  10,233      Community Health Systems, Inc.*      101,921  
  3,196      Halyard Health, Inc.*      125,539  
  3,345      K2M Group Holdings, Inc.*      81,484  
  483      Landauer, Inc.      25,261  
  1,277      Lantheus Holdings, Inc.*      22,539  
  372      LHC Group, Inc.*      25,255  
  2,477      Magellan Health, Inc.*      180,573  
  7,629      Masimo Corp.*      695,612  
  2,442      Medidata Solutions, Inc.*      190,964  
  6,382      Molina Healthcare, Inc.*      441,507  
  1,401      NuVasive, Inc.*      107,765  
  4,252      Orthofix International NV*      197,633  
  9,896      Owens & Minor, Inc.      318,552  

 

 

 

 

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)  
 

Health Care Equipment & Services – (continued)

  
  5,814      Quality Systems, Inc.*    $ 100,059  
  793      Quidel Corp.*      21,522  
  13,615      Triple-S Management Corp. Class B*      230,230  
  9,403      Wright Medical Group NV*      258,489  
     

 

 

 
        3,875,132  

 

 

 
 

Household & Personal Products – 0.4%

  
  12,816      Central Garden & Pet Co. Class A*      384,736  
  434      USANA Health Sciences, Inc.*      27,820  
     

 

 

 
        412,556  

 

 

 
 

Insurance – 2.9%

  
  28,612      American Equity Investment Life Holding Co.      751,923  
  10,757      Argo Group International Holdings Ltd.      651,874  
  25,608      CNO Financial Group, Inc.      534,695  
  551      FBL Financial Group, Inc. Class A      33,886  
  21,913      Genworth Financial, Inc. Class A*      82,612  
  3,324      James River Group Holdings Ltd.      132,063  
  30,451      Maiden Holdings Ltd.      338,006  
  4,075      Stewart Information Services Corp.      184,924  
     

 

 

 
        2,709,983  

 

 

 
 

Materials – 4.8%

  
  5,186      A Schulman, Inc.      165,952  
  479      Balchem Corp.      37,223  
  4,702      Carpenter Technology Corp.      175,996  
  14,682      Coeur Mining, Inc.*      125,972  
  4,206      Ferro Corp.*      76,928  
  1,831      Greif, Inc. Class A      102,133  
  11,635      Innophos Holdings, Inc.      510,079  
  8,099      KapStone Paper and Packaging Corp.      167,082  
  2,441      Koppers Holdings, Inc.*      88,242  
  27,626      Louisiana-Pacific Corp.*      666,063  
  4,683      Materion Corp.      175,144  
  8,866      Minerals Technologies, Inc.      648,991  
  1,239      Neenah Paper, Inc.      99,430  
  1,076      PolyOne Corp.      41,684  
  2,683      Rayonier Advanced Materials, Inc.      42,177  
  20,910      Schnitzer Steel Industries, Inc. Class A      526,932  
  713      Schweitzer-Mauduit International, Inc.      26,545  
  2,602      Stepan Co.      226,738  
  19,396      SunCoke Energy, Inc.*      211,416  
  2,897      Tronox Ltd. Class A      43,803  
  7,206      Worthington Industries, Inc.      361,885  
     

 

 

 
        4,520,415  

 

 

 
 

Media – 0.8%

  24,598      MSG Networks, Inc. Class A*      552,225  
  11,630      Time, Inc.      166,891  
  1,587      tronc, Inc.*      20,456  
     

 

 

 
        739,572  

 

 

 
  Common Stocks – (continued)  
 

Pharmaceuticals, Biotechnology & Life Sciences – 8.5%

  13,743      Akebia Therapeutics, Inc.*    197,487  
  20,370      AMAG Pharmaceuticals, Inc.*      374,808  
  21,665      Array BioPharma, Inc.*      181,336  
  4,313      BioSpecifics Technologies Corp.*      213,537  
  2,315      Bluebird Bio, Inc.*      243,191  
  1,814      Blueprint Medicines Corp.*      91,915  
  3,715      Calithera Biosciences, Inc.*      55,168  
  18,615      Catalent, Inc.*      653,386  
  1,141      Clovis Oncology, Inc.*      106,832  
  1,699      Corcept Therapeutics, Inc.*      20,048  
  10,482      Cytokinetics, Inc.*      126,832  
  1,829      CytomX Therapeutics, Inc.*      28,349  
  1,058      Emergent BioSolutions, Inc.*      35,877  
  1,216      Enanta Pharmaceuticals, Inc.*      43,752  
  13,617      Exact Sciences Corp.*      481,633  
  20,767      FibroGen, Inc.*      670,774  
  1,128      Five Prime Therapeutics, Inc.*      33,964  
  18,104      Genomic Health, Inc.*      589,285  
  10,228      Halozyme Therapeutics, Inc.*      131,123  
  1,208      Heska Corp.*      123,301  
  491      INC Research Holdings, Inc. Class A*      28,724  
  13,273      Innoviva, Inc.*      169,894  
  4,209      Inovio Pharmaceuticals, Inc.*      32,999  
  790      Intersect ENT, Inc.*      22,081  
  615      Ironwood Pharmaceuticals, Inc.*      11,611  
  2,644      Kite Pharma, Inc.*      274,103  
  1,585      Loxo Oncology, Inc.*      127,101  
  23,403      MiMedx Group, Inc.*(a)      350,343  
  28,083      Momenta Pharmaceuticals, Inc.*      474,603  
  7,464      Myriad Genetics, Inc.*      192,870  
  491      Pacira Pharmaceuticals, Inc.*      23,421  
  87,665      PDL BioPharma, Inc.*      216,533  
  1,880      Phibro Animal Health Corp. Class A      69,654  
  4,924      Portola Pharmaceuticals, Inc.*      276,581  
  6,831      Progenics Pharmaceuticals, Inc.*      46,382  
  4,354      PTC Therapeutics, Inc.*      79,809  
  1,871      Puma Biotechnology, Inc.*      163,525  
  6,487      Repligen Corp.*      268,821  
  4,608      Retrophin, Inc.*      89,349  
  1,819      Sage Therapeutics, Inc.*      144,865  
  12,713      SciClone Pharmaceuticals, Inc.*      139,843  
  1,188      Supernus Pharmaceuticals, Inc.*      51,203  
  3,136      Ultragenyx Pharmaceutical, Inc.*      194,777  
  6,074      Vanda Pharmaceuticals, Inc.*      99,006  
  1,734      Xencor, Inc.*      36,605  
     

 

 

 
        7,987,301  

 

 

 
 

Real Estate – 7.7%

  
  1,578      Ashford Hospitality Prime, Inc. (REIT)      16,238  
  6,106      Chatham Lodging Trust (REIT)      122,670  
  17,474      Colony Starwood Homes (REIT)      599,533  
  52,887      DiamondRock Hospitality Co. (REIT)      579,113  

 

 

 

 

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, 2017 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stocks – (continued)  
 

Real Estate – (continued)

 
  5,529      FelCor Lodging Trust, Inc. (REIT)    $ 39,864  
  27,286      First Industrial Realty Trust, Inc. (REIT)      780,925  
  5,329      First Potomac Realty Trust (REIT)      59,205  
  9,752      Hersha Hospitality Trust (REIT)      180,510  
  15,109      Kennedy-Wilson Holdings, Inc.      287,826  
  1,464      National Storage Affiliates Trust (REIT)      33,833  
  17,296      New Senior Investment Group, Inc. (REIT)      173,825  
  724      NexPoint Residential Trust, Inc. (REIT)      18,020  
  4,229      Potlatch Corp. (REIT)      193,265  
  5,374      PS Business Parks, Inc. (REIT)      711,464  
  11,821      QTS Realty Trust, Inc. Class A (REIT)      618,593  
  4,636      Quality Care Properties, Inc. (REIT)*      84,885  
  19,822      Rexford Industrial Realty, Inc. (REIT)      543,916  
  30,227      RLJ Lodging Trust (REIT)      600,610  
  337      RMR Group, Inc. (The) Class A      16,395  
  8,210      Summit Hotel Properties, Inc. (REIT)      153,116  
  44,066      Sunstone Hotel Investors, Inc. (REIT)      710,344  
  3,147      Terreno Realty Corp. (REIT)      105,928  
  1,106      Tier REIT, Inc. (REIT)      20,439  
  1,106      Urstadt Biddle Properties, Inc. Class A (REIT)      21,899  
  29,006      Xenia Hotels & Resorts, Inc. (REIT)      561,846  
     

 

 

 
        7,234,262  

 

 

 
 

Retailing – 4.9%

  18,917      Aaron’s, Inc.      735,871  
  14,537      American Eagle Outfitters, Inc.      175,171  
  9,893      Asbury Automotive Group, Inc.*      559,449  
  6,753      Big 5 Sporting Goods Corp.      88,127  
  1,481      Camping World Holdings, Inc. Class A      45,689  
  15,126      Cato Corp. (The) Class A      266,066  
  41,969      Chico’s FAS, Inc.      395,348  
  16,833      Finish Line, Inc. (The) Class A      238,524  
  5,619      Francesca’s Holdings Corp.*      61,472  
  9,292      FTD Cos., Inc.*      185,840  
  5,944      Group 1 Automotive, Inc.      376,374  
  24,984      Liberty TripAdvisor Holdings, Inc. Class A*      289,814  
  3,562      Nutrisystem, Inc.      185,402  
  1,901      Ollie’s Bargain Outlet Holdings, Inc.*      80,982  
  9,172      Pier 1 Imports, Inc.      47,603  
  17,379      Select Comfort Corp.*      616,781  
  6,070      Shutterfly, Inc.*      288,325  
     

 

 

 
        4,636,838  

 

 

 
 

Semiconductors & Semiconductor Equipment – 3.6%

  22,184      Amkor Technology, Inc.*      216,738  
  3,700      Brooks Automation, Inc.      80,253  

 

 

 
  Common Stocks – (continued)  
 

Semiconductors & Semiconductor Equipment – (continued)

 
  6,792      Cabot Microelectronics Corp.    501,453  
  7,969      Cirrus Logic, Inc.*      499,816  
  17,899      Diodes, Inc.*      430,113  
  31,992      Entegris, Inc.*      702,224  
  54,667      Photronics, Inc.*      513,870  
  5,436      Silicon Laboratories, Inc.*      371,551  
  1,359      Ultra Clean Holdings, Inc.*      25,481  
  834      Veeco Instruments, Inc.*      23,227  
     

 

 

 
        3,364,726  

 

 

 
 

Software & Services – 8.7%

  2,075      Acxiom Corp.*      53,908  
  10,497      Aspen Technology, Inc.*      580,064  
  1,911      Barracuda Networks, Inc.*      44,068  
  15,736      Blucora, Inc.*      333,603  
  25,006      Box, Inc. Class A*      456,109  
  2,327      CommVault Systems, Inc.*      131,359  
  23,870      Convergys Corp.      567,629  
  15,510      Cornerstone OnDemand, Inc.*      554,482  
  13,160      CSG Systems International, Inc.      534,033  
  15,547      EVERTEC, Inc.      268,963  
  257      Fair Isaac Corp.      35,828  
  7,857      Five9, Inc.*      169,083  
  1,393      Hortonworks, Inc.*      17,942  
  8,486      HubSpot, Inc.*      557,955  
  10,499      Imperva, Inc.*      502,377  
  1,176      MicroStrategy, Inc. Class A*      225,404  
  8,015      MINDBODY, Inc. Class A*      218,008  
  12,391      New Relic, Inc.*      532,937  
  17,397      NIC, Inc.      329,673  
  4,590      Paylocity Holding Corp.*      207,376  
  3,416      Perficient, Inc.*      63,674  
  19,050      Progress Software Corp.      588,455  
  5,193      QAD, Inc. Class A      166,436  
  4,621      Rubicon Project, Inc. (The)*      23,752  
  688      Sykes Enterprises, Inc.*      23,069  
  598      TeleTech Holdings, Inc.      24,398  
  40,789      Travelport Worldwide Ltd.      561,257  
  2,604      TrueCar, Inc.*      51,898  
  511      Varonis Systems, Inc.*      19,009  
  7,321      Web.com Group, Inc.*      185,221  
  4,409      Yelp, Inc.*      132,358  
     

 

 

 
        8,160,328  

 

 

 
 

Technology Hardware & Equipment – 6.8%

  3,511      Applied Optoelectronics, Inc.*(a)      216,945  
  13,144      AVX Corp.      214,773  
  2,763      Belden, Inc.      208,413  
  21,475      Benchmark Electronics, Inc.*      693,643  
  23,888      Extreme Networks, Inc.*      220,247  
  15,231      Finisar Corp.*      395,701  
  6,379      InterDigital, Inc.      493,097  
  3,328      Itron, Inc.*      225,472  
  17,149      Kimball Electronics, Inc.*      309,539  
  1,598      Methode Electronics, Inc.      65,838  
  8,738      NetScout Systems, Inc.*      300,587  

 

 

 

 

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)  
 

Technology Hardware & Equipment – (continued)

 
  10,300      Plexus Corp.*    $ 541,471  
  6,577      Rogers Corp.*      714,394  
  13,713      Sanmina Corp.*      522,465  
  37,208      TTM Technologies, Inc.*      645,931  
  35,530      Vishay Intertechnology, Inc.      589,798  
     

 

 

 
        6,358,314  

 

 

 
 

Telecommunication Services – 0.9%

  4,041      Boingo Wireless, Inc.*      60,453  
  13,443      Cogent Communications Holdings, Inc.      539,064  
  3,595      IDT Corp. Class B      51,660  
  8,328      Spok Holdings, Inc.      147,406  
  10,209      Vonage Holdings Corp.*      66,767  
     

 

 

 
        865,350  

 

 

 
 

Transportation – 1.1%

  13,564      Hawaiian Holdings, Inc.*      636,830  
  3,792      Marten Transport Ltd.      103,901  
  8,889      SkyWest, Inc.      312,004  
     

 

 

 
        1,052,735  

 

 

 
 

Utilities – 1.1%

  638      Northwest Natural Gas Co.      38,184  
  9,952      Ormat Technologies, Inc.      583,983  
  5,613      Southwest Gas Holdings, Inc.      410,086  
     

 

 

 
        1,032,253  

 

 

 
  TOTAL COMMON STOCKS  
  (Cost $84,303,948)    $ 91,982,051  

 

 

 
        
Units    Description             Value  
Right* – 0.0%  

Pharmaceuticals, Biotechnology & Life Sciences – 0.0%

1,561      Dyax Corp., CVR         $ 4,683  
(Cost $0)        

 

 
Shares    Distribution
Rate
     Value  
Investment Company(c)(d) – 0.8%  

Goldman Sachs Financial Square Government Fund — Institutional Shares

 

752,251      0.845    $ 752,251  
(Cost $752,251)     

 

 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING REINVESTMENT VEHICLE  
(Cost $85,056,199)      $ 92,738,985  

 

 
     
Securities Lending Reinvestment Vehicle(c)(d) – 1.1%  

Goldman Sachs Financial Square Government Fund — Institutional Shares

 

1,063,850      0.845    $ 1,063,850  
(Cost $1,063,850)  

 

 
TOTAL INVESTMENTS – 99.8%  
(Cost $86,120,049)      $ 93,802,835  

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES – 0.2%

 

     199,059  

 

 
NET ASSETS – 100.0%      $ 94,001,894  

 

 

 

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)   Represents an affiliated issuer.
(d)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.

 

Investment Abbreviation:
REIT   — Real Estate Investment Trust

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At June 30, 2017, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
     Current
Value
       Unrealized
Gain (Loss)
 
Russell 2000 Mini Index        24        September 2017      $ 1,697,160        $ (3,462

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statement of Assets and Liabilities

June 30, 2017 (Unaudited)

 

  
Assets:    

Investments in unaffiliated issuers, at value (cost $84,303,948)(a)

   $ 91,986,734  

Investments in affiliated issuers, at value (cost $752,251)

     752,251  

Investments in affiliated securities lending reinvestment vehicle, at value (cost $1,063,850)

     1,063,850  

Cash

     1,386,385  

Receivables:

  

Dividends

     146,473  

Investments sold

     88,696  

Fund shares sold

     15,538  

Reimbursement from investment adviser

     9,184  

Securities lending income

     1,888  

Other assets

     444  
Total assets      95,451,443  
  
Liabilities:    

Variation margin on certain derivative contracts

     4,440  

Payables:

  

Payable upon return of securities loaned

     1,063,850  

Investments purchased

     140,572  

Fund shares redeemed

     101,323  

Management fees

     53,921  

Distribution and Service fees and Transfer Agency fees

     5,480  

Accrued expenses

     79,963  
Total liabilities      1,449,549  
  
Net Assets:    

Paid-in capital

     77,018,337  

Undistributed net investment income

     430,018  

Accumulated net realized gain

     8,874,215  

Net unrealized gain

     7,679,324  
NET ASSETS    $ 94,001,894  

Net Assets:

  

Institutional

   $ 74,772,041  

Service

     19,229,853  

Total Net Assets

   $ 94,001,894  

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

  

Institutional

     5,356,207  

Service

     1,388,362  

Net asset value, offering and redemption price per share:

  

Institutional

     $13.96  

Service

     13.85  

(a) Includes loaned securities having a market value of $1,040,707.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statement of Operations

For the Six Months Ended June 30, 2017 (Unaudited)

 

  
Investment income:  

Dividends — unaffiliated issuers (net of foreign taxes withheld of $487)

   $ 734,113  

Securities lending income — affiliated issuer

     26,622  

Dividends — affiliated issuers

     2,908  
Total investment income      763,643  
  
Expenses:    

Management fees

     355,338  

Professional fees

     41,469  

Custody, accounting and administrative services

     35,227  

Distribution and Service fees — Service Shares

     24,320  

Printing and mailing costs

     21,597  

Transfer Agency fees(a)

     9,475  

Trustee fees

     8,175  

Other

     3,598  
Total expenses      499,199  

Less — expense reductions

     (90,465
Net expenses      408,734  
NET INVESTMENT INCOME      354,909  
  
Realized and unrealized gain (loss):    

Net realized gain from:

  

Investments

     7,421,756  

Futures contracts

     53,996  

Net change in unrealized gain (loss) on:

  

Investments

     (6,703,050

Futures contracts

     15,766  
Net realized and unrealized gain      788,468  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 1,143,377  

(a) Institutional and Service Shares incurred Transfer Agency fees of $7,530 and $1,945, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
 
    
From operations:  

Net investment income

   $ 354,909     $ 585,304  

Net realized gain

     7,475,752       3,248,759  

Net change in unrealized gain (loss)

     (6,687,284     15,333,955  
Net increase in net assets resulting from operations      1,143,377       19,168,018  
    
Distributions to shareholders:        

From net investment income

    

Institutional Shares

           (805,471

Service Shares

           (170,271

From net realized gains

    

Institutional Shares

           (1,921,693

Service Shares

           (521,949
Total distributions to shareholders            (3,419,384
    
From share transactions:        

Proceeds from sales of shares

     3,980,004       13,916,746  

Reinvestment of distributions

           3,419,383  

Cost of shares redeemed

     (8,978,924     (27,985,318
Net decrease in net assets resulting from share transactions      (4,998,920     (10,649,189
TOTAL INCREASE (DECREASE)      (3,855,543     5,099,445  
    
Net assets:        

Beginning of period

     97,857,437       92,757,992  

End of period

   $ 94,001,894     $ 97,857,437  
Undistributed net investment income    $ 430,018     $ 75,109  

 

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


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
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)

 

2017 - Institutional

  $ 13.79     $ 0.06     $ 0.11     $ 0.17     $     $     $     $ 13.96       1.23   $ 74,772       0.81 %(d)      1.00 %(d)      0.80 %(d)      59

2017 - Service

    13.70       0.04       0.11       0.15                         13.85       1.09       19,230       1.06 (d)      1.25 (d)      0.55 (d)      59  
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    11.60       0.11       2.59       2.70       (0.15     (0.36     (0.51     13.79       23.13       77,421       0.81       1.04       0.95       119  

2016 - Service

    11.52       0.08       2.58       2.66       (0.12     (0.36     (0.48     13.70       22.92       20,437       1.06       1.29       0.70       119  

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 (h)      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 (h)      22,674       1.06       1.22       1.34 (g)      95  

 

(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.

 

The accompanying notes are an integral part of these financial statements.    15   


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Notes to Financial Statements

June 30, 2017 (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. LLC (formerly 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 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. Investment income is recorded net of any foreign withholding taxes, less any amounts reclaimable. The Fund may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. 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, if any, 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.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

U.S. GAAP defines the fair value of a financial instrument as 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); the Fund’s policy is to use the market approach. 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 Government Fund (“Underlying Fund”) are valued at the NAV of the 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 transactions, broker or dealer quotations, or other alternative pricing sources. Where models are used, the selection of a particular

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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. For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Fund and cash collateral received, 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.

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, 2017:

 

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

Asia

     $ 17,490        $        $  

Europe

       233,998                    

North America

       91,730,563                   4,683  
Investment Company        752,251                    
Securities Lending Reinvestment Vehicle        1,063,850                    
Total      $ 93,798,152        $        $ 4,683  
Derivative Type                              
Liability(b)               
Futures Contracts      $ (3,462      $        $  

 

(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 the table.
(b) Amount shown represents unrealized gain (loss) at period end.

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

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

 

4.    INVESTMENTS IN DERIVATIVES

 

The following table sets forth, by certain risk types, the gross value of derivative contracts as of June 30, 2017. 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(a)  
Equity          $     Variation margin on certain derivative contracts   $ (3,462

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only the variation margin as of June 30, 2017 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, 2017. 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   $ 53,996     $ 15,766       24  

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2017.

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, 2017, 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 28, 2018, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2017, GSAM waived $23,690, of its management fee.

The Fund invests in 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, 2017, GSAM waived $777 of the Fund’s management fee.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

B.  Distribution and/or Service (12b-1) Plan — The Trust, on behalf of Service Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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 0.094%. The Other Expense limitation will remain in place through at least April 28, 2018, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, GSAM reimbursed $65,526 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” limitation described above. For the six months ended June 30, 2017, custody fee credits were $472.

E.  Line of Credit Facility — As of June 30, 2017, 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. 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, 2017, 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, 2017:

 

Market Value

12/31/2016

   

Purchases

at Cost

   

Proceeds

from Sales

   

Market Value

6/30/2017

   

Dividend

Income

 
$ 1,221,911     $ 6,508,723     $ (6,978,383   $ 752,251     $ 2,908  

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, 2017, were $55,342,467 and $59,388,691 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

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

 

7.    SECURITIES LENDING (continued)

 

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 Government Fund (“Government Money Market Fund”), an affiliated series of the Trust. The Government 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 a management fee of up to 0.205% on an annualized basis of the average daily net assets of the Government 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 GSAL is unable to purchase replacement securities, GSAL will indemnify the Fund by paying the Fund an amount equal to the market value of the securities loaned minus the value of cash collateral received from the borrower for the loan, subject to an exclusion for any shortfalls resulting from a loss of value in such cash collateral due to reinvestment risk. The amounts of the Fund’s overnight and continuous agreements represent the gross amounts of recognized liabilities for securities lending transactions outstanding as of June 30, 2017 are disclosed as “Payable upon return of securities loaned” on the Statement of Assets and Liabilities.

Both the Fund and GSAL received compensation relating to the lending of the Fund’s securities. The amounts earned, if any, by the Fund for the six months ended June 30, 2017, 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, 2017        

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

June 30, 2017

 
  $2,954     $ 2,301     $ 305,275  

The following table provides information about the Fund’s investment in the Government Money Market Fund for the six months ended June 30, 2017:

 

Market Value

12/31/2016

   

Purchases

at Cost

   

Proceeds

from Sales

   

Market Value

6/30/2017

 
$ 758,249     $ 7,986,951     $ (7,681,350   $ 1,063,850  

8.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2016, the Fund’s timing differences, on a tax-basis were as follows:

 

Timing differences (§ 857(b)(9) Deferred Dividend)    $ 34,156  

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

8.    TAX INFORMATION (continued)

 

As of June 30, 2017, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 86,442,209  
Gross unrealized gain      12,014,485  
Gross unrealized loss      (4,653,859
Net unrealized security gain    $ 7,360,626  

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, passive foreign investment company investments, and 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.

9.    OTHER RISKS

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

Derivatives Risk — The Fund’s use of derivatives may result in loss. Derivative instruments, which may pose risks in addition to and greater than those associated with investing directly in securities, currencies or other instruments, may be illiquid or less liquid, volatile, 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. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with investments in more traditional securities and instruments. Losses from 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 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 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

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

 

9.    OTHER RISKS (continued)

 

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.

11.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated and 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, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      253,645     $ 3,519,190       1,055,485     $ 13,309,062  
Reinvestment of distributions                  196,058       2,727,164  
Shares redeemed      (512,017     (7,090,809     (1,955,267     (24,207,664
       (258,372     (3,571,619     (703,724     (8,171,438
Service Shares         
Shares sold      33,363       460,814       52,803       607,684  
Reinvestment of distributions                  50,088       692,219  
Shares redeemed      (136,919     (1,888,115     (301,894     (3,777,654
       (103,556     (1,427,301     (199,003     (2,477,751
NET DECREASE      (361,928   $ (4,998,920     (902,727   $ (10,649,189

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

 

Fund Expenses — Six Month Period Ended June 30, 2017  (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
01/01/17
    Ending
Account Value
06/30/17
    Expenses Paid
for the
6 Months
Ended
06/30/17
*
 
Institutional        
Actual   $ 1,000     $ 1,012.30     $ 4.04  
Hypothetical 5% return     1,000       1,020.78     4.06  
Service        
Actual     1,000       1,010.90       5.29  
Hypothetical 5% return     1,000       1,019.54     5.31  

 

  * 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, 2017. 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.  

 

24


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, 2018 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 14-15, 2017 (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 four 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 information on 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 levels 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 undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund to the Investment Adviser and its affiliates;
  (i)   whether the Fund’s existing management fee schedule adequately addressed any economies of scale;

 

25


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 administrative 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, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. 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

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP EQUITY INSIGHTS FUND

 

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

 

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. 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-year period and underperformed for the one-, five-, and ten-year periods ended March 31, 2017.

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 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 data 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.

The Trustees noted that the management fee breakpoint schedule was being reduced at all asset levels. In addition, the Trustees considered the Investment Adviser’s undertakings to implement fee waivers and/or expense limitations. 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 Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST SMALL CAP 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 $2 billion     0.75
Next $3 billion     0.68  
Next $3 billion     0.65  
Over $8 billion     0.64  

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 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.

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. LLC (“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 SMALL CAP 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, 2018.

 

29


TRUSTEES   OFFICERS

Ashok N. Bakhru, Chairman

Kathryn A. Cassidy

Diana M. Daniels

Herbert J. Markley

James A. McNamara

Jessica Palmer

Roy W. Templin

Gregory G. Weaver

 

James A. McNamara, President

Scott M. McHugh, Treasurer, Senior Vice President and Principal Financial Officer

Joseph F. DiMaria, Assistant Treasurer and Principal Accounting Officer

Caroline L. Kraus, Secretary

GOLDMAN SACHS & CO. LLC

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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

© 2017 Goldman Sachs. All rights reserved.

VITSCSAR-17/101228-TMPL-08/2017-587129/8.4k


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Strategic Growth Fund

Semi-Annual Report

June 30, 2017

 

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, 2017 (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 16.55% and 16.47%, respectively. These returns compare to the 14.00% 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 9.34% during the Reporting Period.

As the Reporting Period began in January 2017, U.S. equities rallied to new highs on the prospect of deregulation following executive orders on oil pipelines and on further optimism around infrastructure spending after a $1 trillion proposal from Senate Democrats. Despite political uncertainty and protectionism concerns, U.S. equities continued to rally in February 2017, driven by “risk on” sentiment, or reduced risk aversion, owing to potential U.S. tax reform and deregulation as well as by stronger economic data. In March 2017, the U.S. Federal Reserve (the “Fed”) raised interest rates for the third time since the 2008 global financial crisis, while maintaining projections for three rate hikes this year. However, a seemingly cautious stance on the future path of monetary tightening from Fed Chair Janet Yellen and the presence of a dissenter on the policy committee led to a dovish market reaction. (Dovish tends to suggest lower interest rates; opposite of hawkish.) Political risks subsequently drove U.S. equities lower in the wake of House Republicans’ struggle to schedule a vote on health care. For the month of March 2017, U.S. equities were virtually flat.

U.S. equities fell in April 2017, as Fed minutes suggested stocks were overvalued. However, U.S. equities subsequently rebounded on strong first quarter 2017 earnings results and on receding European political risk following the centrist candidate’s win in the French election. Although the U.S. labor market remained strong, economic activity and inflation data appeared to be moderating during the second quarter of 2017. Core inflation softened to 1.7% year-over-year in May 2017, marking a third consecutive month of weakness, while core personal consumption expenditures remained below the Fed’s 2% target at just 1.4% year-over-year. In addition, market expectations for pro-growth U.S. fiscal policy were dampened by domestic political developments. Nonetheless, the Fed proceeded to raise the targeted federal funds rate by 25 basis points in June 2017, citing ongoing strength in the labor market and a pick-up in household spending and business fixed investment. (A basis point is 1/100th of a percentage point.) The results of the Fed’s 2017 Comprehensive Capital Analysis and Review (“CCAR”) stress test for banks were encouraging, with improving payout ratios. (Payout ratio is the proportion of earnings paid out as dividends to shareholders.)

For the Reporting Period overall, information technology, health care and consumer discretionary were the best performing sectors in the S&P 500® Index by a wide margin. The weakest performing sectors in the S&P 500® Index were energy and telecommunication services, the only two to post negative absolute returns, followed by real estate and financials, which were comparatively weak but generated 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, large-cap stocks, as measured by the Russell 1000® Index, performed best, followed by mid-cap stocks, as measured by the Russell Midcap® Index, and then at some distance by small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, growth-oriented stocks significantly outpaced value-oriented stocks across the capitalization spectrum. (All as measured by the Russell indices.)

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

The Fund outperformed the Russell Index during the Reporting Period attributable primarily to stock selection overall. Sector allocation as a whole detracted, albeit modestly.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Which equity market sectors most significantly affected Fund performance?

Contributing most positively to the Fund’s relative results during the Reporting Period was effective stock selection in the information technology, industrials and real estate sectors. The only sector wherein stock selection detracted from the Fund’s relative results during the Reporting Period was financials. Having an overweighted allocation relative to the Russell Index in energy, which was the weakest sector by some distance during the Reporting Period, also hurt. Having an allocation to cash, albeit modest, during the Reporting Period when the Russell Index rallied, further dampened the Fund’s relative results.

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

Among those stocks the Fund benefited most from relative to the Russell Index were positions in international freight transportation company CSX, pharmaceuticals company Vertex Pharmaceuticals and enterprise information management software supplier Oracle.

After being added to the Fund’s portfolio during the fourth quarter of 2016, CSX saw its stock price spike in January 2017, as Canadian Pacific Chief Executive Officer (“CEO”) Hunter Harrison resigned and was reportedly seeking a senior management position at CSX. Later in the Reporting Period, this story proved true, as Harrison was hired as CSX’s CEO. When the news first broke, the market viewed the potential move positively given Harrison’s strong reputation. The company also reported first fiscal quarter results that beat market expectations on revenues and earnings per share. At the end of the Reporting Period, we believed CSX was well positioned to potentially accelerate from a possible inflationary environment given its cyclical business model and also from potential tax reforms given its currently high tax rate. Overall, we were optimistic at the end of the Reporting Period about CSX’s growth outlook as well as about its operational improvement and strong free cash flow generation potential.

Vertex Pharmaceuticals announced earnings in January 2017 that were better than market estimates on earnings per share and total revenue. Most of the stock’s movement, however, occurred later in March 2017 when its price spiked on the company’s announcement about the successful clinical trial of one of its cystic fibrosis drugs. During the second half of the Reporting Period, its stock was buoyed by strong performance in the health care sector overall. At the end of the Reporting Period, we thought Vertex Pharmaceuticals had strong underlying fundamentals and a promising product pipeline with significant short-term and long-term catalysts, at an attractive valuation. We further believed the company, led by what we viewed as a capable management team, would likely continue to see growth given its dominant market share and geographic expansionary efforts, which have thus far contributed to meaningful profitability.

During the Reporting Period, Oracle reported quarterly results that beat market expectations on revenues and earnings. Its positive results were primarily led by better than market expected performance by its license business. We view this improvement as an encouraging sign that information technology spending is healthy, which we believe may well continue to act as a secular tailwind for Oracle. The company also continued to report strong progress on its cloud offering, which we view as an important piece of its business, as Oracle works to capitalize on its legacy user base through innovative new products. At the end of the Reporting Period, we remained positive on Oracle and believed it remained a high quality business with attractive growth prospects, as it continues to invest in innovation.

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

Detracting from the Fund’s results relative to the Russell Index were positions in oil well services company Schlumberger, off-price retail apparel and home accessories stores operator Ross Stores and kitchen equipment designer, manufacturer and distributor Middleby.

During the Reporting Period, Schlumberger announced fourth quarter 2016 earnings that were ahead of consensus expectations. However, its share price was weak, as it expressed a slower than company expected recovery in international oilfield activity. Also, like many companies in the energy sector, Schlumberger’s stock price faced pressure amidst volatility in global oil prices. While we believed at the end of the Reporting Period that both activity and pricing trends may stabilize and improve over the long term and believed Schlumberger is a high quality company, we continued to monitor the risk/reward situation the recent downturn in crude oil prices presents.

In May 2017, Ross Stores announced earnings that were positive, beating market expectations for same-store sales and earnings per share. Despite the strong earnings, however, fears of Amazon and other e-commerce companies displacing physical stores and

increasing competition persisted as a headwind for the stock, causing its price to decline in June 2017. At the end of the Reporting Period, we continued to believe Ross Stores is well positioned within its industry, relatively insulated from Amazon pressures as an off-price retailer. We also believed it remained attractively valued for a high quality company. We remained encouraged by Ross

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Stores’ consistent sales and earnings growth over time, strong free cash flows and demonstrated track record of returning capital to shareholders.

Middleby reported mixed first quarter 2017 results. The company delivered what we considered to be impressive margin expansion but failed to grow revenues at the pace most investors had expected. The weakness was explained by the company as being based on delayed capital expenditure spending by domestic restaurants. We view this as a short-term challenge and believed, at the end of the Reporting Period, that what we feel is the company’s best in class product line positions it well going forward. We further believed the recent decline in the company’s share price has presented a strong risk/reward opportunity at attractive valuations. We continued to believe Middleby’s market share gains, partnerships with strong franchises and what we view as innovative products position it as an industry leader.

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 biopharmaceutical company Amgen. The company, which operates in the areas of oncology and bone, inflammatory and cardiovascular diseases, is one of the leaders in the biotechnology industry, and we are positive on its ability to continue to grow market share. We believe that with its new product cycles and existing growth franchises, the company should be able to offset any potential declines in its legacy business while seeking to grow both revenue and earnings. In our view, Amgen has robust free cash flow, a strong balance sheet and, at the time of purchase, was trading at an attractive valuation relative to its peers.

We initiated a Fund position in financial services technology company Fiserv. The company provides products and services used to process electronic payment transactions and other account processing services. Fiserv has, in our view, a strong long-term track record, and we believe it is poised to potentially accelerate organic revenue growth. We are also positive on the company’s ability to grow revenue and increase margins and see positive benefits should tax reforms be implemented given the company’s currently high tax rate.

Conversely, we sold the Fund’s position in First Republic Bank. The bank’s stock had experienced strong performance after the U.S. elections as did many financials companies. At the end of the Reporting Period, we continued to like the bank but due to its sharp stock price increase, we decided to exit the position to pursue companies with what we viewed as more favorable growth prospects.

We eliminated the Fund’s position in FleetCor Technologies, which is an independent global provider of specialized payment products and services to commercial fleets, major oil companies and petroleum markets. Our conviction in the company lessened during the Reporting Period, as we saw the company’s organic growth decline in recent quarters, and we became less optimistic on the company moving forward. We feel the company could continue to face headwinds from higher interest rates and taxes, which could impact future guidance. While we continued to believe at the end of the Reporting Period that the company was attractively valued, we took the opportunity to exit the position and allocate capital elsewhere.

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 consumer staples increased compared to the Russell Index. The Fund’s allocations compared to the Russell Index in financials, energy, industrials, information technology and materials decreased. The Fund’s allocation to cash also decreased during the Reporting Period.

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

At the end of June 2017, the Fund had overweighted positions relative to the Russell Index in the financials and consumer staples sectors. On the same date, the Fund had underweighted positions compared to the Russell Index in materials, information technology and industrials and was rather neutrally weighted to the Russell Index in consumer discretionary, energy, real estate and health care. The Fund had no exposure to the utilities and telecommunication services sectors at the end of the Reporting Period.

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

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

At the end of the Reporting Period, our outlook for equities remained positive, supported by what we perceive as strong global earnings momentum, receding political risk and overly negative sentiment on the Administration’s proposals. Global economic growth has been strong, and the expansion appears to be broadening across regions, creating, in our view, a positive backdrop for corporate earnings growth. For the first year since 2010, consensus earnings per share growth forecasts were positive in all major global regions at the end of the Reporting Period.

While we were slightly more bullish on equities outside the U.S. at the end of the Reporting Period, we believe plummeting optimism on the Administration’s proposals have gone too far, resulting in an almost full unwinding of the rally seen earlier in the U.S. We believe the outperformance of value versus growth stocks and small cap versus large cap, seen in 2016, has reversed, not only during the Reporting Period but likely for the remainder of the calendar year 2017. At the end of the Reporting Period, we saw particularly attractive opportunities in specific sectors, such as financials, which we believe can reap significant benefits from a more clear and more effective implementation of existing regulatory legislation.

That said, what we view as expensive valuations make U.S. equities more vulnerable, in our opinion, to a moderation in growth on the one hand or to a sharper than consensus expected rise in bond yields on the other. These risks support our case for dynamic active management. Moreover, these aforementioned tailwinds of solid earnings growth and positive potential from any reforms implemented are not priced into valuations and can, we believe, offer upside.

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 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 represent 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, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      20.17      14.74      7.67      5.77    4/30/98
Service      19.90        14.46        7.41        7.61      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        0.74      0.83
Service        0.99        1.08  

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any 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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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 6/30/173

 

Holding      % of Net Assets      Line of Business

Apple, Inc.

       6.8%     

Technology Hardware & Equipment

Microsoft Corp.

       4.4   

Software & Services

Amazon.com, Inc.

       3.9   

Retailing

Facebook, Inc. Class A

       3.8   

Software & Services

Alphabet, Inc. Class A

       3.5   

Software & Services

Walt Disney Co. (The)

       2.6   

Media

Comcast Corp. Class A

       2.5   

Media

Mastercard, Inc. Class A

       2.4   

Software & Services

Alphabet, Inc. Class C

       2.4   

Software & Services

Eli Lilly & Co.

       2.0   

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, 2017

 

 

 

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.

 

7


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Schedule of Investments

June 30, 2017 (Unaudited)

 

Shares      Description    Value  
  Common Stocks – 99.6%  
 

Banks – 1.0%

  94,169      SunTrust Banks, Inc.    $ 5,341,266  

 

 

 
 

Capital Goods – 10.0%

  22,595      3M Co.      4,704,053  
  17,348      Boeing Co. (The)      3,430,567  
  57,581      Fortive Corp.      3,647,757  
  12,683      General Dynamics Corp.      2,512,502  
  74,928      Honeywell International, Inc.      9,987,153  
  42,420      Middleby Corp. (The)*      5,154,454  
  24,199      Northrop Grumman Corp.      6,212,125  
  26,922      Roper Technologies, Inc.      6,233,251  
  21,283      WABCO Holdings, Inc.*      2,713,795  
  130,176      Xylem, Inc.      7,215,656  
     

 

 

 
        51,811,313  

 

 

 
 

Consumer Durables & Apparel – 3.1%

  60,205      Newell Brands, Inc.      3,228,192  
  150,730      NIKE, Inc. Class B      8,893,070  
  34,111      PVH Corp.      3,905,710  
     

 

 

 
        16,026,972  

 

 

 
 

Consumer Services – 2.0%

  28,006      Las Vegas Sands Corp.      1,789,303  
  56,998      McDonald’s Corp.      8,729,814  
     

 

 

 
        10,519,117  

 

 

 
 

Diversified Financials – 3.7%

  128,281      Intercontinental Exchange, Inc.      8,456,283  
  82,362      Northern Trust Corp.      8,006,410  
  17,702      S&P Global, Inc.      2,584,315  
     

 

 

 
        19,047,008  

 

 

 
 

Energy – 1.3%

  21,866      Concho Resources, Inc.*      2,657,375  
  62,392      Schlumberger Ltd.      4,107,889  
     

 

 

 
        6,765,264  

 

 

 
 

Food & Staples Retailing – 2.4%

  59,037      Costco Wholesale Corp.      9,441,787  
  39,581      Walgreens Boots Alliance, Inc.      3,099,588  
     

 

 

 
        12,541,375  

 

 

 
 

Food, Beverage & Tobacco – 4.9%

  86,881      Altria Group, Inc.      6,470,028  
  54,228      Coca-Cola Co. (The)      2,432,126  
  38,630      Kraft Heinz Co. (The)      3,308,273  
  53,645      Molson Coors Brewing Co. Class B      4,631,709  
  113,266      Monster Beverage Corp.*      5,627,055  
  25,802      Philip Morris International, Inc.      3,030,445  
     

 

 

 
        25,499,636  

 

 

 
 

Health Care Equipment & Services – 4.9%

  38,485      Aetna, Inc.      5,843,178  
  185,424      Boston Scientific Corp.*      5,139,953  
  84,840      Danaher Corp.      7,159,648  
  58,018      Edwards Lifesciences Corp.*      6,860,048  
     

 

 

 
        25,002,827  

 

 

 
  Common Stocks – (continued)  
 

Household & Personal Products – 1.5%

  51,604      Colgate-Palmolive Co.    $ 3,825,405  
  38,630      Estee Lauder Cos., Inc. (The) Class A      3,707,707  
     

 

 

 
        7,533,112  

 

 

 
 

Materials – 1.8%

  16,618      Sherwin-Williams Co. (The)      5,832,253  
  144,592      Valvoline, Inc.      3,429,722  
     

 

 

 
        9,261,975  

 

 

 
 

Media – 5.1%

  334,987      Comcast Corp. Class A      13,037,694  
  124,159      Walt Disney Co. (The)      13,191,894  
     

 

 

 
        26,229,588  

 

 

 
 

Pharmaceuticals, Biotechnology & Life Sciences – 9.7%

  56,560      Agilent Technologies, Inc.      3,354,574  
  16,604      Alexion Pharmaceuticals, Inc.*      2,020,209  
  17,900      Allergan plc      4,351,311  
  43,004      Amgen, Inc.      7,406,579  
  127,114      Eli Lilly & Co.      10,461,482  
  35,049      Illumina, Inc.*      6,081,702  
  53,645      Incyte Corp.*      6,754,442  
  38,047      Vertex Pharmaceuticals, Inc.*      4,903,117  
  79,155      Zoetis, Inc.      4,937,689  
     

 

 

 
        50,271,105  

 

 

 
 

Real Estate Investment Trusts – 3.3%

  68,514      American Tower Corp.      9,065,773  
  18,507      Equinix, Inc.      7,942,464  
     

 

 

 
        17,008,237  

 

 

 
 

Retailing – 8.9%

  21,021      Amazon.com, Inc.*      20,348,328  
  23,324      Home Depot, Inc. (The)      3,577,902  
  37,903      Netflix, Inc.*      5,663,087  
  10,642      O’Reilly Automotive, Inc.*      2,327,831  
  4,079      Priceline Group, Inc. (The)*      7,629,851  
  107,872      Ross Stores, Inc.      6,227,451  
     

 

 

 
        45,774,450  

 

 

 
 

Semiconductors & Semiconductor Equipment – 2.6%

  58,164      Applied Materials, Inc.      2,402,755  
  22,157      NVIDIA Corp.      3,203,016  
  100,626      Texas Instruments, Inc.      7,741,158  
     

 

 

 
        13,346,929  

 

 

 
 

Software & Services – 24.2%

  40,963      Adobe Systems, Inc.*      5,793,807  
  19,567      Alphabet, Inc. Class A*      18,191,049  
  13,558      Alphabet, Inc. Class C*      12,320,561  
  55,103      Electronic Arts, Inc.*      5,825,489  
  130,659      Facebook, Inc. Class A*      19,726,896  
  46,064      Fiserv, Inc.*      5,635,470  
  29,117      Global Payments, Inc.      2,629,847  
  42,420      Intuit, Inc.      5,633,800  
  102,333      Mastercard, Inc. Class A      12,428,343  
  329,011      Microsoft Corp.      22,678,728  

 

 

 

 

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)  
 

Software & Services – (continued)

 
  161,809      Oracle Corp.    $ 8,113,103  
  71,575      salesforce.com, Inc.*      6,198,395  
     

 

 

 
        125,175,488  

 

 

 
 

Technology Hardware & Equipment – 7.9%

  41,837      Amphenol Corp. Class A      3,088,407  
  243,581      Apple, Inc.      35,080,536  
  75,948      Cisco Systems, Inc.      2,377,172  
     

 

 

 
        40,546,115  

 

 

 
 

Transportation – 1.3%

  123,616      CSX Corp.      6,744,489  

 

 

 
  TOTAL INVESTMENTS – 99.6%  
  (Cost $352,926,735)    $ 514,446,266  

 

 

 
 

OTHER ASSETS IN EXCESS OF
LIABILITIES – 0.4%

     1,975,451  

 

 

 
  NET ASSETS – 100.0%    $ 516,421,717  

 

 

 

 

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, 2017 (Unaudited)

 

  
Assets:    

Investments in unaffiliated issuers, at value (cost $352,926,735)

   $ 514,446,266  

Cash

     2,680,684  

Receivables:

  

Investments sold

     2,299,851  

Dividends

     320,953  

Reimbursement from investment adviser

     12,912  

Fund shares sold

     4,983  

Securities lending income

     60  

Other assets

     2,387  
Total assets      519,768,096  
  
Liabilities:    

Payables:

  

Investments purchased

     2,623,458  

Management fees

     306,266  

Fund shares redeemed

     229,476  

Distribution and Service fees and Transfer Agency fees

     93,782  

Accrued expenses

     93,397  
Total liabilities      3,346,379  
  
Net Assets:    

Paid-in capital

     344,246,834  

Undistributed net investment income

     1,351,853  

Accumulated net realized gain

     9,303,499  

Net unrealized gain

     161,519,531  
NET ASSETS    $ 516,421,717  

Net Assets:

  

Institutional

   $ 108,807,532  

Service

     407,614,185  

Total Net Assets

   $ 516,421,717  

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

  

Institutional

     5,896,156  

Service

     22,167,359  

Net asset value, offering and redemption price per share:

  

Institutional

     $18.45  

Service

     18.39  

 

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, 2017 (Unaudited)

 

  
Investment income:  

Dividends — unaffiliated issuers

   $ 3,368,393  

Securities lending income — affiliated issuer

     64,937  

Dividends — affiliated issuers

     2,015  
Total investment income      3,435,345  
  
Expenses:    

Management fees

     1,884,470  

Distribution and Service fees — Service Shares

     496,631  

Transfer Agency fees(a)

     50,249  

Professional fees

     40,342  

Printing and mailing costs

     32,526  

Custody, accounting and administrative services

     31,693  

Trustee fees

     8,563  

Other

     8,673  
Total expenses      2,553,147  

Less — expense reductions

     (130,779
Net expenses      2,422,368  
NET INVESTMENT INCOME      1,012,977  
  
Realized and unrealized gain:    

Net realized gain from investments (including commissions recaptured of $7,169)

     20,477,626  

Net change in unrealized gain on investments

     54,554,188  
Net realized and unrealized gain      75,031,814  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 76,044,791  

(a) Institutional and Service Shares incurred Transfer Agency fees of $10,522 and $39,727, 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, 2017
(Unaudited)
    For the
Fiscal Year Ended
December 31, 2016
 
    
From operations:  

Net investment income

   $ 1,012,977     $ 1,246,433  

Net realized gain (loss)

     20,477,626       (9,005,334

Net change in unrealized gain

     54,554,188       10,424,749  
Net increase in net assets resulting from operations      76,044,791       2,665,848  
    
Distributions to shareholders:        

From net investment income

    

Institutional Shares

           (612,091

Service Shares

           (1,456,157

From net realized gains

    

Institutional Shares

           (9,912

Service Shares

           (37,218
Total distributions to shareholders            (2,115,378
    
From share transactions:        

Proceeds from sales of shares

     11,592,981       159,844,337  

Reinvestment of distributions

           2,115,378  

Cost of shares redeemed

     (37,547,739     (166,944,892
Net decrease in net assets resulting from share transactions      (25,954,758     (4,985,177
TOTAL INCREASE (DECREASE)      50,090,033       (4,434,707
    
Net assets:        

Beginning of period

     466,331,684       470,766,391  

End of period

   $ 516,421,717     $ 466,331,684  
Undistributed net investment income    $ 1,351,853     $ 338,876  

 

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

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)

 

2017 - Institutional

  $ 15.83     $ 0.05 (d)    $ 2.57     $ 2.62     $     $     $     $ 18.45       16.55   $ 108,808       0.77 %(e)      0.82 %(e)      0.60 %(d)(e)      21

2017 - Service

    15.79       0.03 (d)      2.57       2.60                         18.39       16.47       407,614       1.02 (e)      1.07 (e)      0.35 (d)(e)      21  
                           

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    15.62       0.07       0.24       0.31       (0.10     (f)      (0.10     15.83       1.98       98,090       0.79       0.84       0.48       72  

2016 - Service

    15.59       0.03       0.23       0.26       (0.06     (f)      (0.06     15.79       1.69       368,242       1.04       1.08       0.22       72  

2015 - Institutional

    16.16       0.09 (g)      0.46       0.55       (0.06     (1.03     (1.09     15.62       3.40       109,801       0.79       0.83       0.55 (g)      56  

2015 - Service

    16.13       0.05 (g)      0.46       0.51       (0.02     (1.03     (1.05     15.59       3.14       360,966       1.04       1.08       0.29 (g)      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 (h)      2.21       2.31       (0.09           (0.09     13.86       19.83       106,119       0.80       0.84       0.79 (h)      42  

2012 - Service

    11.63       0.07 (h)      2.21       2.28       (0.06           (0.06     13.85       19.57       304,065       1.05       1.09       0.56 (h)      42  

 

(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 special dividends which amounted to $0.02 per share and 0.09% of average net assets.
(e) Annualized.
(f) Amount is less than $0.005 per share.
(g) Reflects income recognized from special dividends which amounted to $0.03 per share and 0.20% of average net assets.
(h) 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, 2017 (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. LLC (formerly 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 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. 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, if any, 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 the 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 STRATEGIC GROWTH FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

 

U.S. GAAP defines the fair value of a financial instrument as 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); the Fund’s policy is to use the market approach. 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 Government Fund (“Underlying Fund”) are valued at the NAV of the 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.

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 STRATEGIC GROWTH FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (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, 2017:

 

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

North America

     $ 514,446,266        $        $  

 

(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 the 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, 2017, 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 28, 2018, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2017, GSAM waived $100,506 of its management fee.

The Fund invests in 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, 2017, GSAM waived $671 of the Fund’s management fee.

B.  Distribution and/or Service (12b-1) Plan — The Trust, on behalf of Service Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

 

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

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 0.014%. Prior to April 28, 2017, the Other Expense limitation was 0.114% for the Fund. The Other Expense limitation will remain in place through at least April 28, 2018, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, GSAM reimbursed $27,672 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” limitation described above. For the six months ended June 30, 2017, custody fee credits were $1,930.

E.  Line of Credit Facility — As of June 30, 2017, 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. 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, 2017, 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, 2017:

 

Market Value
12/31/16
   

Purchases

at Cost

   

Proceeds

from Sales

    Market Value
6/30/17
    Dividend
Income
 
$ 3,017,318     $ 7,757,023     $ (10,774,341   $     $ 2,015  

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, 2017 were $103,671,271 and $120,912,819, respectively.

6.    SECURITIES LENDING

The Fund may lend its securities through a securities lending agent, the Bank of New York Mellon (“BNYM”), to certain qualified borrowers. 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.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

6.    SECURITIES LENDING (continued)

 

The Fund invests the cash collateral received in connection with securities lending transactions in the Goldman Sachs Financial Square Government Fund (“Government Money Market Fund”), an affiliated series of the Trust. The Government 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 a management fee of up to 0.205% on an annualized basis of the average daily net assets of the Government Money Market Fund.

In the event of a default by a borrower with respect to any loan, BNYM may 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 BNYM is unable to purchase replacement securities, BNYM will indemnify the Fund by paying the Fund an amount equal to the market value of the securities loaned minus the value of cash collateral received from the borrower for the loan, subject to an exclusion for any shortfalls resulting from a loss of value in such cash collateral due to reinvestment risk. The amounts of the Fund’s overnight and continuous agreements represent the gross amounts of recognized liabilities for securities lending transactions outstanding as of June 30, 2017 are disclosed as “Payable upon return of securities loaned” on the Statement of Assets and Liabilities.

Both the Fund and BNYM received compensation relating to the lending of the Fund’s securities. The amounts earned, if any, by the Fund for the six months ended June 30, 2017, are reported under Investment Income on the Statement of Operations.

The following table provides information about the Fund’s investment in the Government Money Market Fund for the six months ended June 30, 2017:

 

Market Value
12/31/2016
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/2017
 
$ 1,612,600     $ 16,444,494     $ (18,057,094   $  

7. TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2016, the Fund’s capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

 

Capital Loss Carryforward:   

Perpetual short-term

   $ (7,500,559
Timing differences (Post October Loss Deferral)      (388,260

As of June 30, 2017, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 356,186,368  
Gross unrealized gain      164,998,139  
Gross unrealized loss      (6,738,241
Net unrealized security gain    $ 158,259,898  

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.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

 

 

8.    OTHER RISKS

 

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

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 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.

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 and GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

11.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      108,986     $ 1,898,126       278,581     $ 4,331,231  
Reinvestment of distributions                  39,022       622,003  
Shares redeemed      (409,883     (7,179,791     (1,150,547     (17,834,315
       (300,897     (5,281,665     (832,944     (12,881,081
Service Shares         
Shares sold      569,609       9,694,855       9,970,382       155,513,106  
Reinvestment of distributions                  93,923       1,493,375  
Shares redeemed      (1,721,214     (30,367,948     (9,905,667     (149,110,577
       (1,151,605     (20,673,093     158,638       7,895,904  
NET DECREASE      (1,452,502   $ (25,954,758     (674,306   $ (4,985,177

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

Fund Expenses — Six Month Period Ended June 30, 2017  (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
01/01/17
    Ending
Account Value
06/30/17
    Expenses Paid
for the
6 Months
Ended
06/30/17
*
 
Institutional        
Actual   $ 1,000     $ 1,165.50     $ 4.13  
Hypothetical 5% return     1,000       1,020.98     3.86  
Service        
Actual     1,000       1,164.70       5.47  
Hypothetical 5% return     1,000       1,019.74     5.11  

 

  * 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, 2017. 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 0.77%, and 1.02% 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.  

 

21


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, 2018 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 14-15, 2017 (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 four 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 information on 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 levels 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 undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund 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;

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH FUND

 

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

 

  (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 administrative 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, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. 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.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH 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 observed that the Fund’s Institutional Shares had placed in the second quartile of the Fund’s peer group for the three-, five-, and ten-year periods and in the third 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, 2017.

 

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 data 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.

With respect to the Fund, the Trustees noted that the management fee breakpoint schedule was being reduced at all asset levels. In addition, the Trustees considered the Investment Adviser’s undertakings to implement fee waivers and/or expense limitations. 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 Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

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  

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC GROWTH 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 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. LLC (“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 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, 2018.

 

25


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

GOLDMAN SACHS & CO. LLC

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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

©2017 Goldman Sachs. All rights reserved.

VITGRWSAR-17/102634-TMPL-08/2017-587234/33.3K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Strategic Income Fund

Semi-Annual Report

June 30, 2017

 

LOGO


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

INVESTMENT OBJECTIVE

The Fund seeks 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, 2017 (the “Reporting Period”).

How did the Fund perform during the Reporting Period?

During the Reporting Period, the Fund’s Institutional, Service and Advisor Shares generated cumulative total returns of 0.26%, 0.25% and 0.20%, respectively. These returns compare to the 0.49% cumulative total return of the Fund’s benchmark, the BofA 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 in the first quarter of 2017, spread (or non-government bond) sectors generally posted gains. Investors focused on the prospect of pro-growth policies from the new U.S. Administration, which helped boost business and consumer sentiment to near record levels. Investors also evaluated the positive impact of earlier fiscal stimulus in China. Global purchasing managers’ indices pointed to solid and synchronized global expansion, led by developed markets, most notably the U.S. In Europe, economic data strengthened and political risk remained contained, as markets weathered the official start of Brexit negotiations. (Brexit refers to the U.K.’s efforts to exit the European Union.) The far right lost to centrists in the Netherlands’ election. In France, polls reflected a relatively low chance of victory for the far-right candidate in the country’s then-upcoming presidential vote. Monetary policy presented few surprises during the first calendar quarter, as the European Central Bank (“ECB”), Bank of Japan (“BoJ”) and Bank of England (“BoE”) kept their respective monetary policies unchanged. In March 2017, the ECB raised its economic growth and inflation forecast, while the U.S. Federal Reserve (the “Fed”) raised the target range for the federal funds rate by 25 basis points. (A basis point is 1/100th of a percentage point.) Minutes from the Fed’s meeting raised expectations that Fed balance sheet normalization would begin in 2017. Despite the Fed’s monetary policy tightening, the U.S. dollar weakened versus both developed and emerging markets currencies during the first calendar quarter.

In the second quarter of 2017, spread sectors overall recorded positive returns. Political developments led to temporary bouts of volatility early in the quarter, driving weakness in Brazilian, U.S. and U.K. fixed income assets as well as a credit rating downgrade of South Africa’s sovereign debt. Political risks receded in May 2017 on the centrist candidate’s victory in the French presidential election, which was supportive of French and European peripheral bonds broadly. On the economic front, U.S. core inflation weakened for the third consecutive month in May 2017, casting uncertainty over the pace of Fed monetary tightening. Nonetheless, comments included in minutes from the Fed’s May and June 2017 policy meetings suggested an announcement about how and when the Fed would begin reducing the size of its balance sheet would be made sooner than the markets had previously anticipated. In Europe, economic data continued to surprise to the upside. At its June 2017 policy meeting, the ECB provided a sanguine assessment of the risks to growth, but revised downward its medium-term inflation forecasts. The ECB, BoJ and BoE left their respective monetary policies unchanged during the second calendar quarter, while the Fed raised interest rates for the second time in 2017 and the fourth time in a decade at its June 2017 policy meeting. As the quarter came to an end, a string of comments from global central bankers triggered a hawkish market reaction. (A hawkish market reaction suggests investors expect higher interest rates; opposite of dovish.) Global interest rates rose as the market anticipated a faster-than-expected pace of monetary policy tightening by the BoE, ECB and Bank of Canada. During the second quarter of 2017, the U.S. dollar continued to weaken versus many global currencies.

For the Reporting Period overall, sovereign emerging markets debt and high yield corporate bonds produced solid gains, outperforming U.S. Treasury securities. Investment grade corporate bonds also outpaced U.S. Treasuries, followed at some distance by agency securities, asset-backed securities and commercial mortgage-backed securities. Mortgage-backed securities modestly underperformed U.S. Treasuries. The U.S. Treasury yield curve flattened slightly during the Reporting Period, as yields on longer-

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

and intermediate-term maturities fell and yields on shorter-term maturities rose. The yield on the bellwether 10-year U.S. Treasury fell approximately 32 basis points to end the Reporting Period at 2.11%. (A flattening yield curve is one wherein the differential in yields between longer-term and shorter-term maturities narrows. Yield curve is a spectrum of maturities.)

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

During the Reporting Period, our combined tactical duration and yield curve positioning strategy detracted from performance. More specifically, the Fund was hampered by its short duration position during the second half of the Reporting Period. Duration is a measure of sensitivity to changes in interest rates.

Our currency strategy contributed most positively to returns, as the Fund benefited from long positions in emerging European currencies, such as the Polish zloty, Czech koruna and Hungarian forint. Our country strategy added modestly to performance. More specifically, the Fund was helped by relative value positions in the interest rates of various countries, including long positions in New Zealand and Sweden versus a short position in the U.K. These results were limited by the Fund’s long position in European interest rates versus its short position in U.S. interest rates as well as by its long position in Canadian interest rates versus its short position in U.S. interest rates.

Our sector strategy provided mixed results. Selection of municipal bonds hurt performance, while the Fund benefited from its overweight in the securitized sector. The Fund’s positioning within the government/swaps sector bolstered returns.

What fixed income market sectors most significantly affected Fund performance?

Issue selection among municipal bonds detracted from the Fund’s returns during the Reporting Period. The Fund held Puerto Rico municipal debt throughout the commonwealth’s bankruptcy negotiations, which significantly hurt performance, especially in the second half of the Reporting Period when deals to settle bond payments failed. The Fund was also hampered by our selection of emerging markets debt. In addition, during the Reporting Period, the Fund held credit default swaps as protection against the potential of an outsized negative credit event in China. The costs associated with the ownership of these credit default swaps detracted from results. An underweight position in corporate credit further hurt results as spreads, or yield differentials, between investment grade corporate bonds and high yield corporate bonds tightened.

On the positive side, the Fund saw meaningful returns from its overweight in securitized credit, including its investments in high-quality collateralized loan obligations (“CLOs”). An underweight in agency mortgage-backed securities also added value. Within our government/swaps strategy, the Fund benefited from steepening positions on the European and U.K. government bond yield curves. (A steepening yield curve is one wherein the differential in yields between longer-term and shorter-term maturities widens.)

Did the Fund’s duration and yield curve positioning strategy help or hurt its results during the Reporting Period?

The Fund’s combined tactical duration and yield curve positioning detracted from performance. In the first half of the Reporting Period, we tactically moved the Fund between a small short duration position and a modest long duration position on the U.S. Treasury yield curve. However, in the second half of the Reporting Period, the Fund was positioned for a hawkish Fed and continued strength in U.S. economic data and therefore held a short duration position on the U.S. Treasury yield curve. This positioning hurt results when several downside surprises in U.S. inflation data drove a decline in longer-term yields.

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 currency 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. In addition, the Fund 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). Credit default swaps were also used to manage the Fund’s exposure to an expected credit event in China. Interest rate swaps were employed to manage exposure to fluctuations in interest rates. Forward sales contracts were employed to implement long and short views within our currency strategy.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

During the Reporting Period, our currency strategy, which is implemented through forward sales contracts, added to performance. Our duration strategy, which employs derivatives to implement interest rate views, had a negative effect on results. The credit default swaps we used to manage the Fund’s exposure to an expected credit event in China detracted from performance. Inflation-linked swaps, which we utilized to express our views on inflation, did not have a meaningful impact on performance.

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 provide total return opportunities from across the fixed income spectrum, including government, securitized, corporate credit and emerging market fixed income sectors. During the Reporting Period, the Fund’s positioning was relatively consistent, with a cautious stance on corporate credit and a focus on generating income. In our view, investors might not find corporate credit attractive given that the U.S. is, we believe, in the later stages of the credit cycle. Accordingly, the Fund maintained short positions in high yield corporate bonds and investment grade corporate bonds during the Reporting Period. As for our efforts to generate income for the Fund, we favored the securitized sector, especially high quality CLOs, over corporate credit. In addition, during the Reporting Period, the Fund was positioned for continued divergence in global central bank monetary policy, with the Fed likely to continue raising rates and other central banks, such as the ECB, Bank of Canada and BoE, remaining in easing mode. In terms of duration, we tactically moved the Fund between a small short duration position and a modest long duration position on the U.S. Treasury yield curve during the first half of the Reporting Period and then adopted a short duration position during the second half of the Reporting Period. At the same time, we added long positions in U.K. and Canadian interest rates. In the middle of the Reporting Period, we increased the Fund’s holdings of emerging markets currencies, especially those of emerging Europe.

How was the Fund positioned at the end of the Reporting Period?

At the end of the Reporting Period, we believed that global monetary policy divergence would continue in the second half of 2017. We expressed this view primarily through the Fund’s positioning within our country and currency strategies. In addition, we believed relative value strategies overall would allow us to take advantage of potential dislocations in the global economic environment. In the near term, we plan to maintain the Fund’s cautious stance on corporate credit, as we believe the U.S. is in the later stages of the credit cycle, and we intend to look for opportunities in other segments of the fixed income market as we seek to generate income for the Fund.

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 strong in the near term, largely driven by developed markets. In the U.S., we believe tightness in the labor market and easy financial conditions, which continued to loosen despite the Fed’s two interest rate hikes during the Reporting Period, will likely warrant further monetary policy tightening. We also see scope for U.S. inflation to rebound from its recent weakness, largely due to a healthy labor market supporting wage growth. Based on recent Fed communications, we expect policymakers to unveil in September 2017 a strategy for reducing its balance sheet holdings of U.S. Treasury and agency mortgage-backed securities, and we see increased likelihood of implementation from October 2017. As for Europe, economic growth surprised to the upside during the Reporting Period, but the inflation backdrop remained subdued, and we expect it to remain so, thereby warranting prolonged monetary policy accommodation by the ECB. At the end of the Reporting Period, we anticipated a slower pace of monetary policy tightening in Canada, the U.K. and Europe than the market appeared to believe. At the same time, we think the markets were underpricing the pace of Fed rate hikes.

Overall, we believe political risks shifted from Europe to the U.S. and U.K. during the Reporting Period. In our view, centrist victories in the French presidential and parliamentary elections have the potential to improve cohesion within the European Union, which appeared at risk at the start of 2017 due to rising support for populist parties. In the U.K., we expect uncertain Brexit negotiations to weigh on business sentiment, and we see consumption weakening as inflation rises and low wage growth puts pressure on household disposable incomes. In the U.S., we believe fiscal policy uncertainty persists, although we think low expectations regarding the Administration’s ability to implement its pro-growth agenda creates the potential for positive surprises.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

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.

 

4


FUND BASICS

 

Strategic Income Fund

as of June 30, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Since Inception      Inception Date
Institutional      2.80      -0.27    4/14/14
Service      2.53        -0.53      4/14/14
Advisor      2.43        -0.66      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        0.88      1.93
Service        1.13        2.18  
Advisor        1.28        2.33  

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any 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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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  “U.S. Government Agency Securities” include agency securities offered by companies such as the 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  “Mortgage-Backed Securities” are 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, 2017 (Unaudited)

 

    
Shares
     Description    Value  
  Common Stock – 0.2%   
 

Energy – 0.2%

 
  5,866      Blue Ridge Mountain Resort*    $ 52,794  
  (Cost $58,500)   

 

 

 

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Convertible Bond(a) – 0.2%    
 

Energy – 0.2%

 

Nabors Industries, Inc.

 
$ 50,000       0.750     01/15/24     $ 39,781  
  (Cost $52,375)    

 

 

 
     
  Corporate Bonds – 8.0%  
 

Consumer Services(b) – 0.2%

 

MGM Resorts International

 
$ 50,000       8.625 %     02/01/19     $ 55,000  

 

 

 
 

Electric(b) – 0.2%

 

Dynegy, Inc.

 
  50,000       6.750     11/01/19       51,500  

 

 

 
 

Energy – 2.7%

 

Carrizo Oil & Gas, Inc.(b)

 
  50,000       7.500     09/15/20       51,000  
 

Halcon Resources Corp.(a)(b)

 
  50,000       6.750     02/15/25       45,000  
 

Laredo Petroleum, Inc.(b)

 
  25,000       5.625     01/15/22       24,375  
 

Petrobras Global Finance BV

 
  30,000       8.375     05/23/21       33,589  
  110,000       7.375     01/17/27       116,353  
  50,000       6.850     06/05/15       44,152  
 

Petroleos de Venezuela SA

 
  890,000       6.000     10/28/22       295,918  
 

Petroleos Mexicanos

 
  10,000       5.500     06/27/44       8,790  
  10,000       6.375     01/23/45       9,768  
 

Whiting Petroleum Corp.(b)

 
  50,000       5.000     03/15/19       49,688  
     

 

 

 
        678,633  

 

 

 
 

Financials – 1.0%

 

Regatta IV Funding

 
  250,000       2.320     07/25/26       250,000  

 

 

 
 

Healthcare(b) – 0.8%

 

Change Healthcare Holdings LLC(a)

 
  35,000       5.750     03/01/25       35,831  
 

Tenet Healthcare Corp.

 
  50,000       6.250     11/01/18       52,750  
 

Valeant Pharmaceuticals International, Inc.(a)

 
  50,000       6.375     10/15/20       48,500  
  50,000       6.500     03/15/22       52,438  
     

 

 

 
        189,519  

 

 

 
  Corporate Bonds – (continued)    
 

Materials – 0.2%

 

Freeport-McMoRan, Inc.

 
$ 50,000       2.375 %     03/15/18     $ 49,750  

 

 

 
 

Media – 0.4%

 

DISH DBS Corp.

 
  50,000       4.625       07/15/17       50,025  
 

iHeartCommunications, Inc.(b)

 
  50,000       9.000     12/15/19       39,250  
     

 

 

 
        89,275  

 

 

 
 

Noncaptive-Financial – 0.6%

 

CURO Financial Technologies Corp.(a)(b)

 
  50,000       12.000     03/01/22       52,250  
 

Nationstar Mortgage LLC(b)

 
  50,000       6.500     08/01/18       50,000  
 

Park Aerospace Holdings Ltd.(a)

 
  50,000       5.250     08/15/22       52,142  
     

 

 

 
        154,392  

 

 

 
 

Pipelines(b) – 0.5%

 

DCP Midstream Operating LP

 
  50,000       2.500     12/01/17       49,938  
 

Enterprise Products Operating LLC Series A(c)

 
  75,000       4.877     08/01/66       75,281  
     

 

 

 
        125,219  

 

 

 
 

Technology Hardware & Equipment – 0.0%

 

Nokia OYJ

 
  10,000       3.375     06/12/22       10,075  

 

 

 
 

Wireless Telecommunications – 1.4%

 

Frontier Communications Corp.

 
  25,000       8.125     10/01/18       26,375  
 

Intelsat Jackson Holdings SA(b)

 
  50,000       7.500     04/01/21       46,250  
 

Sprint Communications, Inc.

 
  50,000       8.375     08/15/17       50,375  
  50,000       9.000 (a)      11/15/18       54,250  
  50,000       7.000     08/15/20       55,000  
 

Telecom Italia Capital SA(b)

 
  50,000       7.721     06/04/38       60,437  
 

Windstream Services LLC(b)

 
  50,000       7.750     10/15/20       50,375  
     

 

 

 
        343,062  

 

 

 
  TOTAL CORPORATE BONDS    
  (Cost $1,966,280)   $ 1,996,425  

 

 

 
     
  Mortgage-Backed Security – 0.7%  
  FNMA        
$ 145,622       6.000     09/01/36     $ 165,772  
  (Cost $163,302)    

 

 

 

 

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, 2017 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Collateralized Mortgage Obligations – 10.0%  
 

Adjustable Rate Non-Agency(b)(c) – 2.8%

 
 

Alternative Loan Trust Series 2005-51, Class 2A1

 
$ 43,794       1.512     11/20/35     $ 39,448  
 

Alternative Loan Trust Series 2006-HY11, Class A1

 
  48,264       1.336     06/25/36       41,063  
 

Alternative Loan Trust Series 2006-OA6, Class 1A2

 
  272,770       1.426     07/25/46       251,653  
 

HomeBanc Mortgage Trust Series 2006-1, Class 3A2

 
  105,946       3.242       04/25/37       88,832  
 

IndyMac INDA Mortgage Loan Trust Series 2006-AR2,
Class 1A1

 
 
  46,304       3.332     09/25/36       42,545  
 

JP Morgan Alternative Loan Trust Series 2006-A5, Class 1A1

 
  37,981       1.376     10/25/36       35,302  
 

Lehman XS Trust Series 2005-7N, Class 1A1A

 
  41,843       1.486     12/25/35       40,187  
 

Lehman XS Trust Series 2006-14N, Class 1A1A

 
  153,279       1.406     09/25/46       137,618  
     

 

 

 
        676,648  

 

 

 
 

Interest Only(d) – 4.0%

 
 

FHLMC REMIC Series 4314, Class SE(b)

 
  922,302       4.891     03/15/44       162,914  
 

FHLMC REMIC Series 4320, Class SD(b)

 
  81,280       4.941     07/15/39       12,916  
 

FHLMC REMIC Series 4583, Class ST(b)

 
  862,175       4.841     05/15/46       168,256  
 

FNMA REMIC Series 2011-124, Class SC

 
  432,586       5.334     12/25/41       79,053  
 

FNMA REMIC Series 2013-130, Class SN

 
  694,100       5.434     10/25/42       133,186  
 

FNMA REMIC Series 2014-87, Class MS

 
  378,009       5.034     01/25/45       60,962  
 

FNMA REMIC Series 2015-81, Class SA

 
  273,592       4.484     11/25/45       38,688  
 

GNMA Series 2010-101, Class S(b)

 
  638,832       4.788     08/20/40       102,940  
 

GNMA Series 2010-20, Class SE(b)

 
  353,793       5.038     02/20/40       59,733  
 

GNMA Series 2010-31, Class SA(b)

 
  109,539       4.538     03/20/40       16,449  
 

GNMA Series 2013-152, Class SG(b)

 
  90,568       4.938     06/20/43       15,036  
 

GNMA Series 2013-181, Class SA(b)

 
  381,129       4.888     11/20/43       64,256  
 

GNMA Series 2015-110, Class MS(b)

 
  405,666       4.498     08/20/45       61,676  
 

GNMA Series 2015-159, Class HS(b)

 
  299,465       4.988     11/20/45       50,211  
     

 

 

 
        1,026,276  

 

 

 
 

Regular Floater(b)(c) – 3.2%

 
 

Alternative Loan Trust Series 2005-36, Class 2A1A

 
  59,268       1.526     08/25/35       49,692  
  Collateralized Mortgage Obligations – (continued)  
 

Regular Floater(b)(c) – (continued)

 
 

Banc of America Alternative Loan Trust Series 2005-4, Class CB1

 
$ 181,572       1.616 %     05/25/35     $ 151,316  
 

FNMA Series 2014-C03, Class 1M1

 
  2,502       2.416     07/25/24       2,506  
 

Mortgage Repurchase Agreement Financing Trust Series 2016-1,
Class A(a)

 
 
  150,000       2.017     04/10/19       150,017  
 

Mortgage Repurchase Agreement Financing Trust Series 2016-1,
Class A2(a)

 
 
  150,000       2.067     04/10/19       150,035  
 

Mortgage Repurchase Agreement Financing Trust Series 2016-2,
Class A(a)

 
 
  150,000       2.417     03/10/19       150,022  
 

Mortgage Repurchase Agreement Financing Trust Series 2017-1,
Class A1(a)

 
 
  150,000       1.967       07/10/19       150,063  
     

 

 

 
        803,651  

 

 

 
  TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS  
  (Cost $2,422,559)     $ 2,506,575  

 

 

 
     
  U.S. Government Agency Security – 3.3%  
  FHLB(c)        
$ 825,000       1.090     10/27/17     $ 825,360  
  (Cost $825,000)        

 

 

 
     
  Asset-Backed Securities – 27.2%  
 

Airlines(b) – 0.2%

 

Continental Airlines Pass-Through Trust Series 2012-3, Class C

 
$ 50,000       6.125 %     04/29/18     $ 51,250  

 

 

 
 

Collateralized Loan Obligations(a)(c) – 13.7%

 

Acis CLO Ltd. Series 2014-4A, Class ACOM(b)

 
  150,000       2.655     05/01/26       149,310  
 

Anchorage Capital CLO IV Ltd. Series 2014-4A, Class A1A(b)

 
  250,000       2.312     07/28/26       250,502  
 

Apidos CLO X Series 2012-10A, Class A(b)

 
  266,424       2.592     10/30/22       266,461  
 

Crown Point CLO III Ltd. Series 2015-3A, Class ACOM(b)

 
  250,000       2.694     12/31/27       249,950  
 

Halcyon Loan Advisors Funding Ltd. Series 2015-2A, Class A(b)

 
  250,000       2.546     07/25/27       249,659  
 

Monroe Capital BSL CLO Ltd. Series 2015-1A, Class ACOM

 
  200,000       2.725     05/22/27       200,120  
 

Ocean Trails CLO IV Series 2013-4A, Class A(b)

 
  250,000       2.482     08/13/25       250,023  
 

OCP CLO Ltd. Series 2015-8A, Class A1(b)

 
  250,000       2.688     04/17/27       250,100  
 

OCP CLO Ltd. Series 2016-12A, Class A1(b)

 
  150,000       2.728     10/18/28       151,333  
 

OFSI Fund VI Ltd. Series 2014-6A, Class A1(b)

 
  200,000       2.188     03/20/25       198,409  

 

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)  
 

Collateralized Loan Obligations(a)(c) – (continued)

 
 

OFSI Fund VII Ltd. Series 2014-7A, Class ACOM

 
$ 100,000       2.655 %     10/18/26     $ 99,790  
 

Regatta IV Funding Ltd. Series 2014-1A, Class ACOM(b)

 
  250,000       0.000     07/25/26       249,100  
 

Trinitas CLO II Ltd. Series 2014-2A, Class ACOM(b)

 
  200,000       2.339     07/15/26       199,995  
 

Trinitas CLO III Ltd. Series 2015-3A, Class A2(b)

 
  150,000       2.668     07/15/27       150,357  
 

Voya CLO Ltd. Series 2014-4A, Class A1R

 
  250,000       0.000     10/14/26       250,000  
 

Wasatch Ltd. Series 2006-1A, Class A1B

 
  122,290       1.422       11/14/22       121,709  
 

Z Capital Credit Partners CLO Ltd. Series 2015-1A,
Class ACOM(b)

 
 
  150,000       2.607     07/16/27       149,640  
     

 

 

 
        3,436,458  

 

 

 
 

Home Equity(b) – 1.8%

 

Citigroup Mortgage Loan Trust, Inc. Series 2006-WFH1,
Class M3(c)

 
 
  100,000       1.616     01/25/36       99,853  
 

Credit-Based Asset Servicing & Securitization LLC
Series 2005-CB8, Class AF2(e)

 
 
  6,469       3.896     12/25/35       6,548  
 

Credit-Based Asset Servicing & Securitization LLC
Series 2005-CB8, Class AF3(e)

 
 
  25,000       3.896     12/25/35       25,408  
 

Lehman XS Trust Series 2007-3, Class 1BA2(c)

 
  39,531       1.915     03/25/37       33,692  
 

Morgan Stanley Mortgage Loan Trust Series 2006-16AX,
Class 1A(c)

 
 
  142,682       1.386     11/25/36       56,281  
 

Saxon Asset Securities Trust Series 2007-2, Class A2C(c)

 
  78,466       1.456     05/25/47       62,153  
 

Structured Asset Securities Corp. Mortgage Loan Trust
Series 2005-NC2, Class M4(c)

 
 
  100,000       1.686     05/25/35       98,178  
 

VOLT XXV LLC Series 2015-NPL8, Class A1(a)(e)

 
  57,115       3.500     06/26/45       57,124  
     

 

 

 
        439,237  

 

 

 
 

Student Loans(b)(c) – 11.5%

 

Academic Loan Funding Trust Series 2012-1A, Class A2(a)

 
  150,000       2.316     12/27/44       149,445  
 

Access Group, Inc. Series 2015-1, Class A(a)

 
  67,754       1.916     07/25/56       67,316  
 

AccessLex Institute Series 2006-1, Class A2

 
  1,337       1.299     08/25/23       1,336  
 

Bank of America Student Loan Trust Series 2010-1A, Class A(a)

 
  41,009       1.956     02/25/43       41,220  
 

Brazos Higher Education Authority, Inc. Series 2005-2, Class A11

 
  19,805       1.436     09/27/21       19,769  
 

ECMC Group Student Loan Trust Series 2016-1A, Class A(a)

 
  130,204       2.566     07/26/66       130,895  
  Asset-Backed Securities – (continued)  
 

Student Loans(b)(c) – (continued)

 
 

EFS Volunteer No. 2 LLC Series 2012-1, Class A2(a)

 
$ 250,000       2.566 %     03/25/36     $ 253,955  
 

Montana Higher Education Student Assistance Corp.
Series 2012-1, Class A3

 
 
  100,000       2.262     07/20/43       98,130  
 

Navient Student Loan Trust Series 2016-5A, Class A(a)

 
  274,494       2.466     06/25/65       278,824  
 

Navient Student Loan Trust Series 2016-7A, Class A(a)

 
  140,146       2.366     03/25/66       141,747  
 

Nelnet Student Loan Trust Series 2006-1, Class A6(a)

 
  150,000       1.636     08/23/36       143,387  
 

Northstar Education Finance, Inc. Series 2007-1, Class A1

 
  100,000       1.272     04/28/30       98,509  
 

PHEAA Student Loan Trust Series 2016-1A, Class A(a)

 
  170,415       2.366       09/25/65       172,435  
 

Scholar Funding Trust Series 2010-A, Class A(a)

 
  48,806       1.922     10/28/41       48,100  
 

SLM Student Loan Trust Series 2003-14, Class A5

 
  19,672       1.386     01/25/23       19,672  
 

SLM Student Loan Trust Series 2003-7A, Class A5A(a)

 
  148,264       2.446     12/15/33       149,780  
 

SLM Student Loan Trust Series 2005-5, Class A5

 
  100,000       1.906     10/25/40       97,756  
 

SLM Student Loan Trust Series 2007-1, Class A5

 
  202,559       1.246     01/26/26       201,811  
 

SLM Student Loan Trust Series 2008-3, Class A3

 
  72,792       2.156     10/25/21       72,775  
 

SLM Student Loan Trust Series 2008-5, Class A4

 
  199,343       2.856     07/25/23       204,230  
 

SLM Student Loan Trust Series 2008-6, Class A4

 
  100,000       2.256     07/25/23       100,546  
 

SLM Student Loan Trust Series 2008-8, Class A

 
  100,000       2.656     04/25/23       102,275  
 

SLM Student Loan Trust Series 2012-3, Class A

 
  118,786       1.866     12/27/38       119,270  
 

SunTrust Student Loan Trust Series 2006-1A, Class A4(a)

 
  167,664       1.362     10/28/37       157,865  
     

 

 

 
        2,871,048  

 

 

 
  TOTAL ASSET-BACKED SECURITIES    
  (Cost $6,713,025)   $ 6,797,993  

 

 

 
     
  Foreign Government Securities – 3.3%  
 

Argentina Government International Bond(a)

 
$ 220,000       7.125     06/28/17     $ 199,870  
 

Brazilian Government International Bond(f)

 
BRL 32,000       10.000       01/01/27       9,379  
  174,000       6.000     08/15/50       163,952  
 

Dominican Republic International Bond

 
$ 100,000       5.875     04/18/24       105,750  
  100,000       5.500     01/27/25       103,375  
 

Ecuador Government International Bond

 
  200,000       9.650     12/13/26       200,750  

 

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, 2017 (Unaudited)

 

Principal
Amount
    Interest
Rate
    Maturity
Date
    Value  
  Foreign Government Securities – (continued)  
 

Mexico Government International Bond

 
MXN 223,400       7.750     11/23/34     $ 13,255  
  207,100       8.500     11/18/38       13,066  
  8,200       8.000     11/07/47       496  

 

 

 
  TOTAL FOREIGN GOVERNMENT SECURITIES  
  (Cost $845,093)       $ 809,893  

 

 

 
     
  Municipal Bonds(b) – 1.1%  
 

Puerto Rico – 1.1%

 
 

Puerto Rico Commonwealth Aqueduct & Sewer Authority RB
Senior Lien Series 2012 A

 
 
$ 10,000       5.500     07/01/28     $ 8,119  
  5,000       5.000     07/01/33       3,887  
  5,000       5.125     07/01/37       3,888  
  10,000       5.750     07/01/37       7,975  
 

Puerto Rico Commonwealth GO Bonds Series 2014 A(f)

 
  100,000       8.000       07/01/35       60,750  
 

Puerto Rico Commonwealth GO Refunding for Public
Improvement Series 2008 A(f)

 
 
  20,000       5.500     07/01/32       11,775  
 

Puerto Rico Sales Tax Financing Corp. RB First
Subseries 2009 A(f)

 
 
  15,000       5.500     08/01/28       3,863  
  25,000       6.000     08/01/42       6,437  
 

Puerto Rico Sales Tax Financing Corp. RB First
Subseries 2010 A(f)

 
 
  15,000       5.500     08/01/37       3,862  
  155,000       5.375     08/01/39       39,912  
  105,000       5.500     08/01/42       27,038  
 

Puerto Rico Sales Tax Financing Corp. RB First
Subseries 2010 C(f)

 
 
  10,000       5.375     08/01/38       2,575  
  55,000       6.000     08/01/39       14,162  
  105,000       5.250     08/01/41       27,038  
 

Puerto Rico Sales Tax Financing Corp. RB First
Subseries 2011 A-1(f)

 
 
  170,000       5.000     08/01/43       43,775  
 

Puerto Rico Sales Tax Financing Corp. RB for Capital
Appreciation First Subseries 2009 A(f)

 
 
  15,000       6.750     08/01/32       3,863  

 

 

 
  TOTAL MUNICIPAL BONDS    
  (Cost $488,779)   $ 268,919  

 

 

 
     
  Loan Participations(b)(c)(f)(g) – 1.3%  
 

Electric – 0.1%

 

Calpine Corp.

 
$ 18,182       2.980 %     11/30/17     $ 18,182  

 

 

 
 

Energy – 0.2%

 

American Energy — Marcellus, LLC

 
  23,614       5.338     08/04/20       15,074  
 

Magnum Hunter Resources Corp

 
  9,151       16.000     04/15/19       9,151  
  Loan Participations(b)(c)(f)(g) – (continued)  
 

Energy – (continued)

 
 

Murray Energy Corp

 
$ 24,934       8.546 %     04/16/20     $ 24,310  
     

 

 

 
        48,535  

 

 

 
 

Entertainment – 0.0%

 

Lions Gate Entertainment Corp.

 
  14,688       4.226     12/08/23       14,765  

 

 

 
 

Media – 0.5%

 

Charter Communications Operating LLC

 
  49,870       3.230     01/03/21       49,995  
 

Checkout Holding Corp.

 
  25,000       7.976     04/11/22       15,969  
 

Getty Images, Inc.

 
  57,363       4.796     10/18/19       52,739  
     

 

 

 
        118,703  

 

 

 
 

Noncaptive-Financial – 0.2%

  Avolon        
  25,000       3.462       09/16/20       25,088  
  25,000       3.962     03/21/22       25,146  
     

 

 

 
        50,234  

 

 

 
 

Pipelines – 0.2%

 

Williams Partners LP

   
  50,000       0.000     12/24/18       49,875  

 

 

 
 

Technology Hardware & Equipment – 0.1%

 

MA FinanceCo. LLC

   
  3,224       0.000     06/21/24       3,228  
 

Seattle Spinco, Inc.

 
  21,776       0.000     06/21/24       21,803  
     

 

 

 
        25,031  

 

 

 
  TOTAL LOAN PARTICIPATIONS    
  (Cost $337,238)       $ 325,325  

 

 

 
     
  U.S. Treasury Obligations – 32.5%  
 

U.S. Treasury Bonds

 
$ 250,000       3.000     05/15/45     $ 257,730  
  130,000       2.875     08/15/45       130,755  
  310,000       2.875     11/15/46       311,813  
  170,000       3.000     05/15/47       175,517  
 

U.S. Treasury Inflation Indexed Bonds (TIPS)

 
  30,389       0.875     02/15/47       29,540  
 

U.S. Treasury Inflation Indexed Notes (TIPS)

 
  370,234       0.125     04/15/18       369,078  
  309,516       0.125     04/15/21       309,225  
  205,818       0.625     01/15/26       207,288  
 

U.S. Treasury Notes

 
  200,000       0.875     11/30/17       199,804  
  200,000       1.000     12/31/17       199,834  
  200,000       1.750     09/30/19       201,476  
  800,000       1.375     04/30/21       789,872  
  1,240,000       2.250     01/31/24       1,251,743  

 

10   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  
  U.S. Treasury Obligations – (continued)  
 

U.S. Treasury Notes (continued)

 
$ 2,060,000       2.000 %     04/30/24     $ 2,044,467  
  1,460,000       2.000     05/31/24       1,448,145  
  100,000       2.375     08/15/24       101,540  
  100,000       2.250     11/15/25       100,031  

 

 

 
  TOTAL U.S. TREASURY OBLIGATIONS    
  (Cost $8,135,837)   $ 8,127,858  

 

 

 

 

Shares    

Distribution

Rate

    Value  
  Investment Company (c)(h) – 3.5%  
 

Goldman Sachs Financial Square Government Fund –
Institutional Shares

 
 
  885,317       0.845  
  (Cost $885,317)     $ 885,317  

 

 

 
  TOTAL INVESTMENTS – 91.3%  
  (Cost $22,893,305)     $ 22,802,012  

 

 

 
 

OTHER ASSETS IN EXCESS
OF LIABILITIES – 8.7%

 
 
    2,185,872  

 

 

 
  NET ASSETS – 100.0%     $ 24,987,884  

 

 

 

 

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 $6,408,750, which represents approximately 25.6% of net assets as of June 30, 2017.
(b)   Securities with “Call” features. Maturity dates disclosed are the final maturity dates.
(c)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.
(d)   Inverse floating rate security. Interest rate disclosed is that which is in effect on June 30, 2017.
(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)   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, 2017. 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.
(h)   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
REMIC   —Real Estate Mortgage Investment Conduit
STIBOR   —Stockholm Interbank Offered Rate
TIPS   —Treasury Inflation-Protected Securities
UK-RPI   —United Kingdom Retail Price Index
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
COP   —Colombian Peso
CZK   —Czech Koruna
EUR   —Euro
GBP   —British Pound
HKD   —Hong Kong Dollar
HUF   —Hungarian Forint
IDR   —Indonesian Rupiah
INR   —Indian Rupee
JPY   —Japanese Yen
KRW   —South Korean Won
MXN   —Mexican Peso
MYR   —Malaysian Ringgit
NOK   —Norwegian Krone
NZD   —New Zealand Dollar
PEN   —Peru nuevo sol
PHP   —Philippines peso
PLN   —Polish Zloty
RUB   —Russian Ruble
SEK   —Swedish Krona
SGD   —Singapore Dollar
TRY   —Turkish Lira
TWD   —Taiwan Dollar
USD   —United States Dollar
ZAR   —South African Rand

 

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, 2017 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION

 

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS — At June 30, 2017, 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
 

Morgan Stanley Co., Inc.

   AUD 130,000      NZD 136,345        09/20/17      $ 99,819      $ 50  
   AU D310,000      USD 231,895        07/27/17        238,192        6,297  
   AUD 1,344,837      USD 1,019,455        09/20/17        1,032,618        13,163  
   BRL 1,363,016      USD 410,000        07/05/17        411,427        1,427  
   CAD 2,038,066      USD 1,526,311        09/20/17        1,573,572        47,261  
   CLP 19,519,900      USD 29,071        08/30/17        29,359        288  
   CNH 2,496,894      USD 363,983        09/20/17        366,719        2,736  
   COP 57,940,000      USD 18,806        09/14/17        18,831        25  
   CZK 2,537,199      EUR 94,737        07/03/17        110,945        2,740  
   CZK 1,424,163      EUR 53,000        07/10/17        62,298        1,749  
   CZK 14,635,276      EUR 554,163        09/20/17        643,238        7,682  
   CZK 1,296,711      EUR 48,516        09/21/17        56,996        1,351  
   CZK 2,449,313      EUR 91,000        10/03/17        107,427        3,236  
   CZK 2,403,054      EUR 90,000        11/09/17        106,050        2,537  
   CZK 4,910,115      EUR 183,550        11/21/17        216,913        5,658  
   CZK 1,488,838      EUR 55,626        11/22/17        65,778        1,752  
   CZK 5,859,083      EUR 219,685        01/03/18        257,108        5,548  
   EUR 218,000      CHF 237,947        09/20/17        250,019        623  
   EUR 44,000      GBP 38,577        09/20/17        50,463        96  
   EUR 322,436      JPY 39,809,559        09/20/17        369,794        14,639  
   EUR 27,000      NOK 257,283        09/20/17        30,966        101  
   EUR 132,555      PLN 562,053        09/20/17        152,024        402  
   EUR 1,141,649      USD 1,293,224        08/24/17        1,307,436        14,212  
   EUR 871,708      USD 984,258        09/20/17        999,740        15,482  
   GBP 32,562      EUR 36,684        09/20/17        42,513        441  
   GBP 400,000      USD 510,318        08/10/17        521,609        11,291  
   GBP 307,520      USD 390,517        09/20/17        401,498        10,981  
   HUF   39,018,688      USD 143,112        09/20/17        144,771        1,659  
   INR 29,697,166      USD 454,158        07/14/17        459,000        4,842  
   INR 1,295,842      USD 20,000        07/20/17        20,015        15  
   INR 11,753,506      USD 181,283        07/24/17        181,455        172  
   JPY 17,122,228      USD 152,452        09/20/17        152,753        301  
   KRW 4,915,704      USD 4,287        07/31/17        4,294        7  
   MXN 9,256,230      USD 501,753        09/20/17        503,754        2,001  
   MYR 148,674      USD 34,617        07/05/17        34,634        17  
   MYR 101,925      USD 23,526        07/27/17        23,662        136  
   NOK 683,735      CAD 106,007        09/20/17        82,023        176  
   NOK 833,422      CHF 95,000        09/20/17        99,980        409  
   NOK 2,878,901      EUR 299,606        09/20/17        345,361        1,751  
   NOK 844,805      USD 100,000        09/20/17        101,345        1,345  
   NZD 817,820      USD 589,291        09/20/17        598,436        9,145  

 

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
 

Morgan Stanley Co., Inc.

   PEN 159,760      USD 48,244        08/29/17      $ 48,934      $ 690  

    (continued)

   PHP 5,024,527      USD 99,000        07/31/17        99,304        304  
   PLN 441,285      EUR 103,528        09/20/17        119,043        310  
   RUB 11,205,325      USD 186,991        07/20/17        189,389        2,398  
   SEK 21,445,047      EUR 2,200,598        09/20/17        2,556,625        33,029  
   SEK 583,294      NOK 567,035        09/20/17        69,545        1,522  
   SEK 1,042,000      USD 117,674        07/12/17        123,732        6,058  
   SGD 138,780      USD 100,000        09/20/17        100,926        926  
   TRY 819,192      USD 226,343        09/20/17        227,688        1,345  
   TWD 757,275      USD 24,555        07/11/17        24,915        360  
   TWD 3,045,025      USD 100,000        07/20/17        100,180        180  
   TWD 117,246      USD 3,845        07/31/17        3,856        11  
   USD 49,416      ARS 815,369        07/06/17        49,026        390  
   USD 40,000      ARS 646,347        07/13/17        38,713        1,287  
   USD 982,756      BRL 3,213,749        07/05/17        970,071        12,685  
   USD 191,503      BRL 641,000        10/03/17        189,973        1,530  
   USD 39,955      CLP 26,468,800        07/03/17        39,874        81  
   USD 30,000      CLP 19,913,370        07/17/17        29,988        12  
   USD 39,688      CLP 26,280,832        07/24/17        39,568        120  
   USD 80,005      CLP 53,040,400        08/30/17        79,775        230  
   USD 118,144      CNH 805,370        09/20/17        118,096        48  
   USD 51,242      COP 149,602,227        08/11/17        48,818        2,424  
   USD 19,628      COP 58,225,420        09/14/17        18,924        704  
   USD 70,085      EUR 61,087        09/20/17        70,059        26  
   USD 87,050      HKD 674,067        09/29/17        86,543        507  
   USD 221,811      HKD 1,718,504        10/03/17        220,660        1,151  
   USD 176,000      HKD 1,363,490        10/10/17        175,097        903  
   USD 588,466      HKD 4,552,288        03/27/18        586,037        2,429  
   USD 197,000      HKD 1,526,258        05/11/18        196,561        439  
   USD 87,000      IDR 1,159,710,000        07/21/17        86,822        178  
   USD 52,183      IDR 696,265,998        07/31/17        52,077        106  
   USD 48,366      IDR 647,932,880        08/25/17        48,330        36  
   USD 48,856      INR 3,151,190        07/14/17        48,705        151  
   USD 20,000      INR 1,292,100        07/20/17        19,957        43  
   USD 78,301      JPY 8,679,268        07/20/17        77,219        1,082  
   USD   2,400,525      JPY 264,165,318        09/20/17        2,356,706        43,819  
   USD 39,675      KRW 44,844,000        07/03/17        39,194        481  
   USD 118,481      KRW 133,758,900        07/12/17        116,830        1,651  
   USD 1,148,254      KRW   1,297,059,991        07/13/17        1,132,913        15,341  
   USD 50,000      KRW 56,006,500        07/17/17        48,920        1,080  
   USD 76,941      KRW 87,054,784        07/19/17        76,040        901  
   USD 50,000      KRW 56,850,000        07/20/17        49,658        342  
   USD 20,000      KRW 22,660,000        07/26/17        19,794        206  

 

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, 2017 (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
 

Morgan Stanley Co., Inc.

   USD 20,000      KRW 22,846,660        07/31/17      $ 19,958      $ 42  

    (continued)

   USD 368,049      KRW 413,871,383        08/24/17        361,660        6,389  
   USD 19,753      KRW 22,422,000        09/27/17        19,603        150  
   USD 9,152      MXN 165,061        08/25/17        9,019        133  
   USD 493,814      MXN 9,015,435        09/20/17        490,649        3,165  
   USD 395,376      RUB 22,814,106        07/20/17        385,600        9,776  
   USD 35,383      TRY 126,785        09/20/17        35,239        144  
   USD 62,385      TWD 1,878,536        07/11/17        61,805        580  
   USD 50,000      TWD 1,517,500        07/19/17        49,926        74  
   USD 147,760      TWD 4,445,368        08/30/17        146,205        1,555  
   USD 409,577      TWD 12,301,639        09/11/17        404,628        4,949  
   USD 49,003      TWD 1,477,350        09/29/17        48,603        400  
   USD 388,070      TWD 11,703,410        10/20/17        385,189        2,881  
     USD 158,882      ZAR 2,084,086        09/20/17        157,214        1,668  
TOTAL                                        $ 363,166  

FORWARD FOREIGN CURRENCY EXCHANGE CONTRACTS WITH UNREALIZED LOSS

 

Counterparty    Currency
Purchased
     Currency
Sold
     Settlement
Date
     Current
Value
     Unrealized
Loss
 

Morgan Stanley Co., Inc.

   ARS 815,369      USD 50,589        07/06/17      $ 49,026      $ (1,563
   ARS 1,728,053      USD 105,610        07/13/17        103,502        (2,108
   BRL 1,850,754      USD 561,686        07/05/17        558,650        (3,036
   BRL 1,626,597      USD 490,971        08/02/17        487,837        (3,134
   CHF 446,147      EUR 411,354        09/20/17        467,612        (4,161
   CLP 26,468,800      USD 39,998        07/03/17        39,874        (124
   CLP 13,198,400      USD 20,000        07/17/17        19,876        (124
   CLP 117,362,253      USD 176,682        08/30/17        176,519        (163
   COP 319,629,688      USD 108,510        08/11/17        104,301        (4,209
   COP 257,972,343      USD 87,244        09/14/17        83,843        (3,401
   EUR 96,508      CZK 2,537,199        07/03/17        110,227        (717
   EUR 206,927      CZK 5,410,163        09/20/17        237,319        (464
   EUR 78,300      CZK 2,095,304        09/21/17        89,805        (2,292
   EUR 33,590      HUF   10,389,935        09/20/17        38,523        (27
   EUR 580,697      SEK 5,610,693        09/20/17        665,984        (2,967
   EUR 44,000      USD 50,472        09/20/17        50,463        (9
   HUF 20,209,185      EUR 65,438        09/20/17        74,982        (67
   IDR 4,649,031,775      USD 347,847        08/25/17        346,775        (1,072
   INR 17,737,048      USD 275,000        07/14/17        274,144        (856
   INR 6,401,363      USD 99,026        07/24/17        98,826        (200
   INR 9,705,500      USD 150,000        07/31/17        149,718        (282
   JPY 28,614,020      EUR 228,432        09/20/17        255,275        (6,708

 

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
 

Morgan Stanley Co., Inc.

   JPY 9,915,000      USD 89,449        07/20/17      $ 88,212      $ (1,237

    (continued)

   JPY 168,752,029      USD 1,519,136        09/20/17        1,505,495        (13,641
   KRW 44,844,000      USD 39,402        07/03/17        39,194        (208
   KRW 134,244,217      USD 118,745        07/12/17        117,254        (1,491
   KRW   1,230,454,928      USD 1,089,778        07/13/17        1,074,736        (15,042
   KRW 329,260,815      USD 289,068        07/20/17        287,607        (1,461
   KRW 227,342,100      USD 200,000        07/26/17        198,591        (1,409
   KRW 34,258,500      USD 30,000        07/31/17        29,927        (73
   KRW 246,368,460      USD 217,218        09/27/17        215,395        (1,823
   MXN 5,625,016      USD 308,070        09/20/17        306,132        (1,938
   MYR 148,674      USD 34,535        07/27/17        34,514        (21
   NOK 1,579,822      CAD 246,623        09/20/17        189,520        (896
   NOK 10,380,411      EUR 1,093,702        09/20/17        1,245,262        (9,077
   NZD 138,000      CAD 131,661        09/20/17        100,980        (674
   PHP 4,887,995      USD 98,133        09/14/17        96,251        (1,882
   PLN 6,279,791      EUR 1,489,637        09/20/17        1,694,063        (14,363
   RUB 18,597,416      USD 323,282        07/20/17        314,331        (8,951
   TRY 967,318      USD 270,000        09/20/17        268,859        (1,141
   TWD 5,524,642      USD 182,633        07/11/17        181,763        (870
   TWD 2,978,415      USD 99,000        07/17/17        97,995        (1,005
   TWD 3,033,800      USD 100,000        07/20/17        99,811        (189
   TWD 1,788,575      USD 59,146        08/17/17        58,825        (321
   USD 252,092      AUD 337,000        07/27/17        258,937        (6,845
   USD 1,277,723      AUD 1,692,193        09/20/17        1,299,335        (21,612
   USD 16,663      CAD 22,684        07/14/17        17,495        (832
   USD 1,626,005      CAD 2,150,619        09/20/17        1,660,472        (34,467
   USD 199,000      CHF 190,085        09/20/17        199,230        (230
   USD 40,000      CLP 26,605,920        07/17/17        40,066        (66
   USD 395,155      CNH 2,709,033        09/20/17        397,240        (2,085
   USD 1,170,963      EUR 1,035,000        08/24/17        1,185,301        (14,338
   USD 1,257,091      EUR 1,112,975        09/20/17        1,276,443        (19,352
   USD 504,142      GBP 395,205        08/10/17        515,356        (11,214
   USD 2,113,431      GBP 1,651,802        09/20/17        2,156,595        (43,164
   USD 388,881      INR 25,912,163        07/14/17        400,499        (11,618
   USD 49,820      INR 3,228,834        07/24/17        49,848        (28
   USD 30,000      JPY 3,365,358        09/20/17        30,023        (23
   USD 78,707      KRW 91,087,200        07/13/17        79,560        (853
   USD 47,275      KRW 54,153,513        07/31/17        47,307        (32
   USD 40,000      MXN 733,180        09/20/17        40,149        (149
   USD 34,616      MYR 148,674        07/05/17        34,635        (19
   USD 23,714      MYR 102,741        08/17/17        23,830        (116
   USD 32,863      NOK 282,427        07/12/17        33,834        (971
   USD 885,880      NZD 1,225,491        09/20/17        896,748        (10,868

 

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, 2017 (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
 

Morgan Stanley Co., Inc.

   USD 47,797      PLN 180,521        09/20/17      $ 48,698      $ (901

    (continued)

   USD 30,000      RUB 1,783,500        07/20/17        30,144        (144
   USD 111,611      SEK 988,315        07/12/17        117,357        (5,746
   USD 246,552      SGD 341,151        09/20/17        248,099        (1,547
   USD 70,000      TRY 252,829        09/20/17        70,272        (272
   USD 110,453      TWD 3,372,519        07/11/17        110,957        (504
   USD 50,000      TWD 1,520,250        07/20/17        50,016        (16
   USD 140,000      TWD 4,263,550        07/31/17        140,237        (237
   USD 440,095      TWD   13,422,503        08/17/17        441,458        (1,363
   USD 20,000      ZAR 265,410        09/20/17        20,021        (21
     ZAR   2,184,748      USD 167,456        09/20/17        164,806        (2,650
TOTAL                                        $ (307,680

FUTURES CONTRACTS — At June 30, 2017, the Fund had the following futures contracts:

 

Type      Number of
Contracts
Long (Short)
       Expiration
Date
       Current
Value
       Unrealized
Gain (Loss)
 
3 Year Australian Government Bonds        33          September 2017        $ 2,831,942        $ (17,238
90 Day Eurodollar        (11        December 2018          (2,700,500        (2,768
90 Day Sterling        26          March 2018          4,208,412          (40
U.S. Long Bonds        (14        September 2017          (2,151,625        (3,571
U.S. Ultra Long Treasury Bonds        (4        September 2017          (663,500        4,946  
2 Year U.S. Treasury Notes        (14        September 2017          (3,025,531        3,893  
5 Year U.S. Treasury Notes        (126        September 2017          (14,847,328        40,054  
10 Year U.S. Treasury Notes        23          September 2017          2,887,219          (14,395

10 Year U.S. Ultra Long Treasury Note

       (1        September 2017          (134,813        169  
TOTAL                                       $ 11,050  

SWAP CONTRACTS — At June 30, 2017, the Fund had the following swap contracts:

CENTRALLY CLEARED CREDIT DEFAULT SWAP CONTRACTS

 

                                Market Value  
Referenced Obligation    Notional
Amount
(000’s)
    

Rates Received

(Paid)

    Termination
Date
    

Credit
Spread on
June 30,

2017

     Upfront
Payments
Made (Received)
     Unrealized
Gain (Loss)
 

Protection Purchased:

 

CDX North America High Yield Index    $ 1,800        (5.000)%     06/20/22        3.390%    $ (123,888    $ (3,061
Markit CDX Emerging Markets Index      3,430        (1.000)     06/20/22        2.014      166,624        (10,751

Protection Sold:

                

CDX North America Investment Grade Index

     265        1.000       12/20/21        0.518(a)        3,825        1,712  
TOTAL                                       $ 46,561      $ (12,100

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

 

(a) Credit spread on the referenced obligation, together with the period of expiration, are indicators of payment/performance risk. The likelihood of a credit event occurring which would require a fund to make a payment or otherwise be required to perform under the swap contract is generally greater as the credit spread and term of the swap contract increase.

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,

2017

    Upfront
Payments
Made (Received)
    Unrealized
Gain (Loss)
 

Protection Purchased:

                
Bank of America NA     
People’s Republic of China,
4.250%, 10/14/28
 
 
  $ 210        (1.000 )%      06/20/19        0.240   $ (529   $ (2,665
    
People’s Republic of China,
7.500%, 10/28/27
 
 
    170        (1.000 )     12/20/20        0.447     699       (3,940
Barclays Bank plc     
People’s Republic of China,
7.500%, 10/28/27
 
 
    120        (1.000     06/20/21        0.511       664       (2,959
Deutsche Bank AG     
People’s Republic of China,
7.500%, 10/28/27
 
 
    170        (1.000 )     06/20/21        0.511     (33     (3,219
    
People’s Republic of China,
7.500%, 10/28/27
 
 
    50        (1.000 )     12/20/21        0.617     89       (926
JPMorgan Chase Bank NA     
People’s Republic of China,
4.250%, 10/14/28
 
 
    1,250        (1.000 )     06/20/19        0.240     (2,368     (16,645
    
People’s Republic of China,
7.500%, 10/28/27
 
 
    1,220        (1.000 )     12/20/20        0.447     7,601       (30,859
    
People’s Republic of China,
7.500%, 10/28/27
 
 
    140        (1.000 )     06/20/21        0.511     445       (3,123
UBS AG     
People’s Republic of China,
7.500%, 10/28/27
 
 
    220        (1.000 )     06/20/21        0.511     839       (5,049
TOTAL                                              $ 7,407     $ (69,385

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 16,750     06/15/18    0.050%   3 Month STIBOR    $ 8,860     $ 1,410  
  12,080 (a)    09/15/18    (0.330)   3 Month STIBOR      180       690  
EUR 4,570 (a)    03/14/19    0.010   6 Month EURIBOR      (530     6,018  
CHF 5,010 (a)    03/29/19    (0.554)   6 Month LIBOR      197       (2,723
$ 3,490 (a)    05/11/19    3 Month LIBOR   1.826      (386     (2,887
PLN 90     06/17/19    3.048   6 Month WIBOR      248       283  
  90     06/17/19    6 Month WIBOR   3.045            (530
SEK 10,130 (a)    06/29/19    (0.100)   3 Month STIBOR      6       (770
AUD 4,180 (a)    09/20/19    3 Month BBR   1.800      3,577       9,912  
CAD 25,100 (a)    09/20/19    1.250   3 Month BA      (26,511     (67,347
$ 3,260 (a)    09/20/19    3 Month LIBOR   1.750      (8,838     3,880  
  8,010 (a)    12/20/19    2.250   3 Month LIBOR      2,567       26,045  

 

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, 2017 (Unaudited)

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

             Rates Exchanged   Market Value  
Notional
Amount
(000’s)
    Termination
Date
    

Payments

Received

  Payments Made  

Upfront
Payments

Made (Received)

    Unrealized
Gain (Loss)
 
EUR 5,990 (a)      02/11/21      0.250%   6 Month EURIBOR   $ 615     $ (5,657
$ 4,060 (a)      02/11/21      3 Month LIBOR   2.250%     6,696       (24,788
GBP 1,040 (a)      03/11/21      6 Month LIBOR   1.000     (371     1,791  
AUD 10 (a)      09/20/22      2.250   6 Month BBR     (16     (97
CAD 1,340 (a)      09/20/22      1.500   3 Month BA     (4,278     (10,827
EUR 4,980 (a)      09/20/22      0.250   6 Month EURIBOR     20,179       (42,687
SEK   24,110 (a)      09/20/22      0.250   3 Month STIBOR     (5,460     (31,931
$ 8,390 (a)      09/20/22      3 Month LIBOR   2.000     (44,351     41,740  
EUR 2,380 (a)      01/12/27      1.330   6 Month EURIBOR     (18,350     3,490  
GBP 2,320 (a)      03/16/27      1.600   6 Month LIBOR     8,043       (21,747
EUR 2,930 (a)      09/20/27      1.000   6 Month EURIBOR     66,385       (48,701
GBP 2,050 (a)      09/20/27      6 Month LIBOR   1.500     (89,853     60,983  
$ 470 (a)      09/20/27      2.500   3 Month LIBOR     15,083       (6,457
  1,160 (a)      12/20/28      3 Month LIBOR   2.790     (19,301     (14,857
GBP 1,860 (a)      01/11/32      6 Month LIBOR   1.940     1,976       4,900  
  480 (a)      09/20/32      6 Month LIBOR   1.500     (10,793     17,573  
  1,620 (a)      03/17/37      6 Month LIBOR   1.750     1,990       32,698  
JPY 18,170 (a)      09/20/37      6 Month LIBOR   0.750%     (3,543     1,071  
GBP 100 (a)      09/20/47      6 Month LIBOR   1.500     (2,952     6,820  
$ 200 (a)      09/20/47      3 Month LIBOR   2.500     (3,904     5,673  
  TOTAL   $ (102,835   $ (57,029

 

(a) Represents forward starting interest rate swaps whose effective dates of commencement of accruals and cash flows occur subsequent to June 30, 2017.

CENTRALLY CLEARED INFLATION-LINKED SWAP CONTRACT

 

            Rates Exchanged         

Notional
Amount

(000’s)

   Termination
Date
    

Payments

Received

  Payments
Made
     Unrealized
Gain (Loss)(b)
 
GBP  110      06/15/27      3.364%     1 Month UK-RPI      $ (1,127

 

(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.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

 

ADDITIONAL INVESTMENT INFORMATION (continued)

 

OVER THE COUNTER INTEREST RATE SWAP CONTRACTS

 

    

Notional
Amount
(000’s)

 

            Rates Exchanged         
Counterparty       Termination
Date
    

Payments

Received

    Payments
Made
     Unrealized
Gain (Loss)(c)
 
Bank of America NA    BRL 226        01/04/21        11.980     1 Day CDI      $ 5,016  
   KRW 290,710        11/04/17        2.060       3 Month CD KSDA        847  
Deutsche Bank AG    KRW 142,230        10/06/17        2.245       3 Month CD KSDA        529  
     209,280        10/15/17        2.253       3 Month CD KSDA        774  
     173,640        11/04/17        2.075       3 Month CD KSDA        517  
JPMorgan Chase Bank NA    BRL 373        01/02/20        10.160       1 Day CDI        1,854  
   KRW   1,612,725        07/29/17        1.630       3 Month CD KSDA        798  

Morgan Stanley Co., Inc.

   BRL 482        01/04/21        9.883       1 Day CDI        (799
TOTAL                                       $ 9,536  

 

(c) 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, 2017 (Unaudited)

 

  
Assets:    

Investments in unaffiliated issuers, at value (cost $22,007,988)

   $ 21,916,695  

Investments in affiliated issuers, at value (cost $885,317)

     885,317  

Cash

     559,647  

Foreign currencies, at value (cost $119,383)

     120,637  

Receivables:

  

Investments sold

     1,122,150  

Collateral on certain derivative contracts(a)

     1,070,105  

Due from custodian

     627,662  

Interest and dividends

     107,576  

Reimbursement from investment adviser

     15,226  

Upfront payments made on swap contracts

     10,337  

Fund shares sold

     1,343  

Unrealized gain on forward foreign currency exchange contracts

     363,166  

Variation margin on certain derivative contracts

     19,841  

Unrealized gain on swap contracts

     10,335  

Other assets

     225  
Total assets      26,830,262  
  
  
Liabilities:    

Unrealized loss on forward foreign currency exchange contracts

     307,680  

Unrealized loss on swap contracts

     70,184  

Variation margin on certain derivative contracts

     14,751  

Payables:

  

Investments purchased

     704,181  

Investments purchased on an extended-settlement basis

     598,749  

Management fees

     11,910  

Distribution and Service fees and Transfer Agency fees

     3,858  

Upfront payments received on swap contracts

     2,930  

Fund shares redeemed

     508  

Accrued expenses

     127,627  
Total liabilities      1,842,378  
  
  
Net Assets:    

Paid-in capital

     27,434,992  

Distributions in excess of net investment income

     (323,666

Accumulated net realized loss

     (1,970,684

Net unrealized loss

     (152,758
NET ASSETS    $ 24,987,884  

Net Assets:

  

Institutional

   $ 14,219,644  

Service

     9,827  

Advisor

     10,758,413  

Total Net Assets

   $ 24,987,884  

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

  

Institutional

     1,560,777  

Service

     1,079  

Advisor

     1,184,173  

Net asset value, offering and redemption price per share:

  

Institutional

     $9.11  

Service

     9.11  

Advisor

     9.09  

 

(a) Includes amounts segregated for initial margin and/or collateral on forward foreign currency exchange contract transactions, futures transactions and swaps transactions of $470,000, $179,667 and $420,438, 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, 2017 (Unaudited)

 

  
Investment income:  

Interest

   $ 310,116  

Dividends — affiliated issuers

     9,552  
Total investment income      319,668  
  
  
Expenses:    

Management fees

     77,255  

Professional fees

     74,479  

Custody, accounting and administrative services

     42,452  

Distribution and Service fees(a)

     19,860  

Printing and mailing costs

     17,629  

Trustee fees

     8,159  

Transfer Agency fees(a)

     2,576  

Other

     2,471  
Total expenses      244,881  

Less — expense reductions

     (115,474
Net expenses      129,407  
NET INVESTMENT INCOME      190,261  
  
  
Realized and unrealized gain (loss):    

Net realized gain (loss) from:

  

Investments — unaffiliated issuers

     133,486  

Futures contracts

     (54,837

Swap contracts

     (174,668

Forward foreign currency exchange contracts

     125,287  

Foreign currency transactions

     13,673  

Net change in unrealized gain (loss) on:

  

Investments — unaffiliated issuers

     144,641  

Futures contracts

     (69,392

Swap contracts

     56,215  

Forward foreign currency exchange contracts

     (269,875

Foreign currency translation

     (676
Net realized and unrealized loss      (96,146
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 94,115  

(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

 
$  13      $  19,847     $  1,582      $  2      $  992  

 

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, 2017
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2016
 
     
From operations:  

Net investment income

   $ 190,261      $ 432,220  

Net realized gain (loss)

     42,941        (995,929

Net change in unrealized gain (loss)

     (139,087      830,504  
Net increase in net assets resulting from operations      94,115        266,795  
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

     (99,329      (512,567

Service Shares

     (56      (206

Advisor Shares

     (54,713      (173,760
Total distributions to shareholders      (154,098      (686,533
     
     
From share transactions:        

Proceeds from sales of shares

     1,946,237        6,037,854  

Reinvestment of distributions

     154,098        686,533  

Cost of shares redeemed

     (5,323,047      (11,746,277
Net decrease in net assets resulting from share transactions      (3,222,712      (5,021,890
TOTAL DECREASE      (3,282,695      (5,441,628
     
     
Net assets:        

Beginning of period

     28,270,579        33,712,207  

End of period

   $ 24,987,884      $ 28,270,579  
Distributions in excess of net investment income    $ (323,666    $ (359,829

 

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
income(a)
    Net
realized
and
unrealized
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)

 

2017 - Institutional

  $ 9.15     $ 0.07     $ (0.05   $ 0.02     $ (0.06   $ 9.11       0.26   $ 14,220       0.85 %(d)      1.75 %(d)      1.62 %(d)      85

2017 - Service

    9.14       0.06       (0.04     0.02       (0.05     9.11       0.25       10       1.13 (d)      2.02 (d)      1.36 (d)      85  

2017 - Advisor

    9.12       0.06       (0.04     0.02       (0.05     9.09       0.20       10,758       1.25 (d)      2.14 (d)      1.24 (d)      85  
                       

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    9.25       0.14       (0.02     0.12       (0.22     9.15       1.21       18,892       0.85       1.88       1.52       142  

2016 - Service

    9.25       0.11       (0.03     0.08       (0.19     9.14       0.93       10       1.13       2.20       1.22       142  

2016 - Advisor

    9.23       0.10       (0.02     0.08       (0.19     9.12       0.74       9,368       1.25       2.38       1.07       142  

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, 2017 (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. LLC (formerly 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 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.

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, if any, 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

U.S. GAAP defines the fair value of a financial instrument as 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); the Fund’s policy is to use the market approach. 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

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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 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. With the exception of treasury securities of G8 countries, 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”). The 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, the 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. The 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 the 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 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.

 

26


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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 the 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 the 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. For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Fund and cash collateral received, 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.

 

27


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

iv. Swap Contracts — Bilateral swap contracts are agreements in which the 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 the 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, the 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. The 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 the 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, the 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. The 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, the Fund generally receives a payment stream throughout the term of the swap, provided that there is no credit event. In addition, if the Fund sells protection through a credit default swap, the 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, the 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. The 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 a 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, the 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 the 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 the Fund bought credit protection.

Short Term Investments — Short-term investments having a maturity of 60 days or less are valued using available market quotations as provided by a third party pricing vendor or broker. 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

 

28


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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. To the extent investments are valued using single source broker quotations obtained directly from the broker or passed through from third party pricing vendors, such investments are classified as Level 3 investments.

GSAM did not develop the unobservable inputs (examples include but are not limited to single source broker quotations, third party pricing, etc) for the valuation of Level 3 Assets and Liabilities.

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, 2017:

 

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

North America

     $        $ 52,794        $  
Fixed Income               

Convertible Bond

                39,781           

Corporate Bonds

                1,996,425           

Mortgage-Backed Security

                165,772           

Collateralized Mortgage Obligations

                2,506,575           

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

       8,127,858          825,360           

Asset-Backed Securities

                6,797,993           

Foreign Government Securities

                809,893           

Municipal Bonds

                268,919           

Loan Participations

                251,225          74,100  
Investment Company        885,317                    
Total      $ 9,013,175        $ 13,714,737        $ 74,100  
Derivative Type                              
Assets(b)               
Forward Foreign Currency Exchange Contracts      $        $ 363,166        $  
Futures Contracts        49,062                    
Credit Default Swaps Contracts                 1,712           
Interest Rate Swaps Contracts                 235,312           
Total      $ 49,062        $ 600,190        $  
Liabilities(b)               
Forward Foreign Currency Exchange Contracts      $        $ (307,680      $  
Futures Contracts        (38,012                  
Credit Default Swaps Contracts                 (83,197         
Inflation-Linked Swap Contract                 (1,127         
Interest Rate Swaps Contracts                 (282,805         
Total      $ (38,012      $ (674,809      $  

 

(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 the table.
(b) Amount shown represents unrealized gain (loss) at period end.

 

29


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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, 2017. 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        Variation margin on certain derivative contracts   $ 1,712     Payable for unrealized loss on swap contracts and variation margin on certain derivative contracts   $ (83,197 )(a)(b) 
Currency        Receivable for unrealized gain on forward foreign currency exchange contracts     363,166     Payable for unrealized loss on forward foreign currency exchange contracts     (307,680
Interest Rate        Receivable for unrealized gain on swap contracts and variation margin on certain derivative contracts     284,374 (a)    Payable for unrealized loss on swap contracts and variation margin on certain derivative contracts     (321,944 )(a)(b) 
Total            $ 649,252         $ (712,821

 

(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 the variation margin as of June 30, 2017 is reported within the Statement of Assets and Liabilities.
(b) Aggregate of amounts represents the payments to be made pursuant to bilateral agreements should counterparties exercise their “right to terminate” provisions based on, among others, the Fund’s performance, its failure to pay on its obligations or failure to pledge collateral. The amounts do not include incremental charges directly associated with the close-out of the agreements. They also do not reflect the fair value of any assets pledged as collateral which, through the daily margining process, substantially offsets the aforementioned amounts and for which the Fund is entitled to a full return.

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, 2017. 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   $ (159,921   $ (25,497     30  
Currency    Net realized gain (loss) from forward foreign currency exchange contracts/Net change in unrealized gain (loss) on forward foreign currency exchange contracts     125,287       (269,875     699  
Interest Rate    Net realized gain (loss) from future contracts and swap contracts/Net change in unrealized gain (loss) on future contracts and swap contracts     (69,584     12,320       336  
Total        $ (104,218   $ (283,052     1,065  

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2017.

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),

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

 

4.    INVESTMENTS IN DERIVATIVES (continued)

 

and typically contains, among other things, collateral posting terms and netting provisions in the event of a default and/or 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 the Fund from its counterparties are not fully collateralized, contractually or otherwise, the Fund bears the risk of loss from counterparty nonperformance. The 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, 2017.

 

    

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.    $      $ 5,863      $     $ (6,605   $ (742   $      $ (742
Barclays Bank PLC                          (2,959     (2,959            (2,959
Deutsche Bank AG             1,820              (4,145     (2,325            (2,325
JPMorgan Chase Bank N.A.             2,652              (50,627     (47,975            (47,975
Morgan Stanley Co., Inc.      363,166               (307,680     (799     54,687       307,680        362,367  
UBS AG                          (5,049     (5,049            (5,049
Total    $ 363,166      $ 10,335      $ (307,680   $ (70,184   $ (4,363   $ 307,680      $ 303,317  

 

(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.

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.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

For the six months ended June 30, 2017, 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     0.58

 

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

The Fund invests in 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, 2017, GSAM waived $2,849 of the Fund’s management fee.

B.  Distribution and/or Service (12b-1) Plans — The Trust, on behalf of Service Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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.

The Trust, on behalf of Advisor Shares of the Fund, has adopted a Distribution Plan subject to Rule 12b-1 under the Act. Under the Distribution Plan, Goldman Sachs 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, equal to, on an annual basis, 0.15% of the Fund’s average daily net assets attributable to Advisor Shares.

C.  Service Plans — The Trust, on behalf of Advisor Shares of the Fund, has adopted a Service Plan to allow Advisor Shares to compensate service organizations (including Goldman Sachs) for providing varying levels of personal and account maintenance and administration services to their customers who are beneficial owners of such shares. The Service Plan provides for compensation to the service organizations equal to 0.25% of the average daily net assets attributable to Advisor Shares of the Fund.

D.  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, Service and Advisor Shares.

E.  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 28, 2018, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, GSAM reimbursed $112,487 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” limitation described above. For the six months ended June 30, 2017, custody fee credits were $138.

F.  Line of Credit Facility — As of June 30, 2017, 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. This facility is to be used for temporary emergency purposes, or to allow for

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

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, 2017, the Fund did not have any borrowings under the facility.

G.  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, 2017:

 

Market Value
12/31/16
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/17
    Dividend
Income
 
$ 143,083     $ 31,448,122     $ (30,705,888   $ 885,317     $ 9,552  

As of June 30, 2017, The Goldman Sachs Group, Inc. was the beneficial owner of approximately 27% of the Institutional Class Shares and 100% of the Service Class 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, 2017, 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)
 
$ 14,776,849     $ 5,553,095     $ 13,411,961     $ 3,513,014  

7.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2016, the Fund’s capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

 

Capital loss carryforwards:(1)   

Perpetual short-term

   $ (1,452,510

Perpetual long-term

     (416,804
Total capital loss carryforwards    $ (1,869,314
Timing differences (Straddle Deferral)    $ (73,301

 

(1) Losses may be limited due to limitations under IRC Sections 381-384

As of June 30, 2017, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 22,912,450  
Gross unrealized gain      295,941  
Gross unrealized loss      (406,379
Net unrealized security loss    $ (110,438

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

7.    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 and foreign currency contracts, and differences in the tax treatment of swap transactions.

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 — The Fund’s use of derivatives may result in loss. Derivative instruments, which may pose risks in addition to and greater than those associated with investing directly in securities, currencies or other instruments, may be illiquid or less liquid, volatile, 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. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with investments in more traditional securities and instruments. Losses from 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. The imposition of exchange controls, confiscations, trade restrictions (including tariffs) and other government restrictions by the U.S. or other governments, or from problems in share registration, settlement or custody, may also result in losses. 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 — If the Fund invests in foreign securities, the Fund 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 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.

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. Fluctuations in interest rates may also affect the liquidity of fixed income securities and instruments held by the Fund.

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.

 

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GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

8.    OTHER RISKS (continued)

 

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.

Leverage Risk — Leverage creates exposure to potential gains and losses in excess of the initial amount invested. Borrowing and the use of derivatives may result in leverage and may make the Fund more volatile. When the Fund uses leverage, the sum of the Fund’s investment exposure may significantly exceed the amount of assets invested in the Fund, although these exposures may vary over time. Relatively small market movements may result in large changes in the value of a leveraged investment. The Fund will identify liquid assets on its books or otherwise cover transactions that may give rise to such risk, to the extent required by applicable law. The use of leverage may cause the Fund to liquidate portfolio positions to satisfy its obligations or to meet segregation requirements when it may not be advantageous to do so. The use of leverage by the Fund can substantially increase the adverse impact to which the Fund’s investment portfolio may be subject

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.

Loan-Related Investments Risk — In addition to risks generally associated with debt investments, loan-related investments such as loan participations and assignments are subject to other risks. Although a loan obligation may be fully collateralized at the time of acquisition, the collateral may decline in value, be relatively illiquid, or lose all or substantially all of its value subsequent to investment. Many loan investments are subject to legal or contractual restrictions on resale and may be relatively illiquid and difficult to value. There is less readily available, reliable information about most loan investments than is the case for many other types of securities. Substantial increases in interest rates may cause an increase in loan obligation defaults. With respect to loan participations, the Fund may not always have direct recourse against a borrower if the borrower fails to pay scheduled principal and/or interest; may be subject to greater delays, expenses and risks than if the Fund had purchased a direct obligation of the borrower; and may be regarded as the creditor of the agent lender (rather than the borrower), subjecting the Fund to the creditworthiness of that lender as well. Investors in loans, such as the Fund, may not be entitled to rely on the anti-fraud protections of the federal securities laws, although they may be entitled to certain contractual remedies. The market for loan obligations may be subject to irregular trading activity, wide bid/ask spreads and extended trade settlement periods. Because transactions in many loans are subject to extended trade settlement periods, the Fund may not receive the proceeds from the sale of a loan for a period after the sale. As a result, sale proceeds related to the sale of loans may not be available to make additional investments or to meet the Fund’s redemption obligations for a period after the sale of the loans, and, as a result, the Fund may have to sell other investments or engage in borrowing transactions, such as borrowing from its credit facility, if necessary to raise cash to meet its obligations.

Senior Loans hold the most senior position in the capital structure of a business entity, and are typically secured with specific collateral, but are nevertheless usually rated below investment grade. Because Second Lien Loans are subordinated or unsecured and thus lower in priority of payment to Senior Loans, they are subject to the additional risk that the cash flow of the borrower and

 

35


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

8.    OTHER RISKS (continued)

 

property securing the loan or debt, if any, may be insufficient to meet scheduled payments after giving effect to the senior secured obligations of the borrower. Second Lien Loans generally have greater price volatility than Senior Loans and may be less liquid.

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 the Fund’s assets and presents various risks, including counterparty risk. 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 and GSAM has concluded that there is no impact requiring adjustment or disclosure in the financial statements.

 

 

36


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

 

 

11.    SUMMARY OF SHARE TRANSACTIONS

 

Share activity is as follows:

 

     For the Six Months Ended
June 30, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      15,520     $ 141,540       70,360     $ 639,958  
Reinvestment of distributions      10,891       99,329       56,312       512,567  
Shares redeemed      (531,209     (4,896,902     (1,090,570     (9,938,886
       (504,798     (4,656,033     (963,898     (8,786,361
Service Shares         
Reinvestment of distributions      6       56       23       206  
       6       56       23       206  
Advisor Shares         
Shares sold      197,851       1,804,697       592,401       5,397,896  
Reinvestment of distributions      6,011       54,713       19,125       173,760  
Shares redeemed      (46,743     (426,145     (198,105     (1,807,391
       157,119       1,433,265       413,421       3,764,265  
NET DECREASE      (347,673   $ (3,222,712     (550,454   $ (5,021,890

 

37


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

Fund Expenses — Six Month Period Ended June 30, 2017  (Unaudited)

As a shareholder of Institutional, Service or Advisor Shares of the Fund, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
01/01/17
    Ending
Account Value
06/30/17
    Expenses Paid
for the
6 Months
Ended
06/30/17*
 
Institutional        
Actual   $ 1,000     $ 1,002.60     $ 4.22  
Hypothetical 5% return     1,000       1,020.58     4.26  
Service        
Actual     1,000       1,002.50       5.61  
Hypothetical 5% return     1,000       1,019.19     5.66  
Advisor        
Actual     1,000       1,002.00       6.20  
Hypothetical 5% return     1,000       1,018.60     6.26  

 

  * 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, 2017. 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 0.85%, 1.13% and 1.25% 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.  

 

38


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, 2018 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 14-15, 2017 (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 four 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 information on 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 levels 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;

 

39


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

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

 

  (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 its affiliates to implement fee waivers and/or expense limitations;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund 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 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 administrative 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.

 

40


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

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

 

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, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. 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.

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 fourth quartile of the Fund’s peer group and outperformed the Fund’s benchmark index for the one-year period ending March 31, 2017.

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 data 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.

 

41


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

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

 

In addition, the Trustees considered the Investment Adviser’s undertakings to implement fee waivers and/or expense limitations. 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 Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

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  

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.

 

42


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME FUND

 

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

 

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. LLC (“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.

 

43


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INCOME 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, 2018.

 

44


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Treasurer, Senior Vice
Diana M. Daniels   President and Principal Financial Officer

Herbert J. Markley

James A. McNamara

 

Joseph F. DiMaria, Assistant Treasurer and
Principal Accounting Officer

Jessica Palmer   Caroline L. Kraus, Secretary
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN SACHS & CO. LLC

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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

© 2017 Goldman Sachs. All rights reserved.

VITSTISAR-17/102641-TMPL-08/2017-587263/379


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

Strategic International Equity Fund

Semi-Annual Report

June 30, 2017

 

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, 2017 (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 15.77% and 15.60%, respectively. These returns compare to the 13.81% cumulative total return of the Fund’s benchmark, the 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 13.81% in U.S. dollar terms for the Reporting Period as a whole.

As the Reporting Period began in January 2017, international equities rallied on the prospect of deregulation following U.S. executive orders on oil pipelines and further optimism around infrastructure. However, equity markets subsequently retreated on political uncertainty and protectionism concerns. In February 2017, international equities were buoyed by “risk on” sentiment, or reduced risk aversion, owing to potential U.S. tax reform and deregulation as well as by stronger economic data. In March 2017, the U.S. Federal Reserve (the “Fed”) raised interest rates for the third time since the 2008 financial crisis. However, a seemingly cautious stance on the future path of monetary tightening from Fed Chair Janet Yellen and the presence of a dissenter on the policy committee led to a dovish market reaction and Japanese yen appreciation, despite the Bank of Japan maintaining its policy rate. (Dovish tends to suggest lower interest rates; opposite of hawkish.) Meanwhile the European Central Bank (“ECB”) kept its policy unchanged at its March 2017 meeting but revised its growth and inflation forecasts upwards. Markets interpreted the positive economic assessment as hawkish, sparking concerns around the sequencing of the ECB’s policy steps — namely, whether rates will rise before quantitative easing ends. Still, international equities gained ground in March 2017.

During the second quarter of 2017, international equities were buoyed by receding political risk, as the centrist candidate defeated the nationalist candidate in the French election and successfully secured a parliamentary majority. Political risk also declined in Italy, as the anti-establishment Five Star Movement saw a setback in local elections, and expectations for parliamentary elections this year declined. However, market optimism for pro-growth fiscal policy was dampened by political developments in the U.S. Strong first quarter 2017 corporate earnings results, with double-digit growth across virtually all major developed market regions, were supportive for international equity markets. The U.S. labor market remained strong during the second quarter of 2017, but economic activity and inflation data appeared to be moderating. Nonetheless, the Fed proceeded to raise the targeted federal funds rate by 25 basis points in June 2017. (A basis point is 1/100th of a percentage point.) In the same month, European markets reacted hawkishly to ECB President Mario Draghi’s sanguine outlook for recovering inflation and cautious reference to tapering of asset purchases. Japanese equities saw a temporary pullback in June 2017, as market sentiment deteriorated and as the Japanese yen strengthened immediately after the Fed interest rate hike, but quickly rebounded.

For the Reporting Period overall, information technology, consumer staples, industrials and health care were the best performing sectors in the MSCI EAFE Index. The weakest performing sector in the MSCI EAFE Index during the Reporting Period was energy, the only one to post a negative absolute return during the Reporting Period. Telecommunication services, consumer discretionary and real estate were relatively weak compared to the MSCI EAFE Index, but each still generated a double-digit gain.

From a country perspective, China was the best performing equity market in the MSCI EAFE Index by a wide margin during the Reporting Period, followed by Spain, Denmark, Finland and Hong Kong. Ireland was the weakest individual country constituent in the MSCI EAFE Index during the Reporting Period, followed by Australia, Japan and the U.K.

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

The Fund’s outperformance of the MSCI EAFE Index during the Reporting Period can be primarily attributed to individual stock selection.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

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

Among the greatest contributors to Fund performance relative to the MSCI EAFE Index during the Reporting Period were Swiss manufacturer AMS, Italian bank UniCredit and Italian beverage company Davide Campari-Milano.

AMS is a leading manufacturer of high performance sensor and analog solutions. During the Reporting Period, AMS reported solid quarterly earnings results that were well ahead of market estimates, and its management guided above expectations on revenue growth for its fiscal year 2017. AMS’ share price was additionally bolstered by market expectations of increasing content at Apple for which AMS is a supplier. AMS’ management further confirmed that it expected its newly acquired optical packaging business, Heptagon, to add substantial growth. We took advantage of the share price gain to exit the Fund’s position and allocate the proceeds into other stocks that we believe have relatively more compelling risk/reward scenarios.

UniCredit is a holding company focused on the provision of commercial banking services. Its stock performed well during the Reporting period on relative and absolute bases on the back of material improvements in costs and asset quality. To address the former, its management cut thousands of jobs and closed numerous stores without compromising investments, especially in technology. In December 2016, UniCredit had announced the sale of Pioneer, its asset management division, to Amundi, a subsidiary of French bank Credit Agricole. The deal signaled progress with the asset disposal process initiated by UniCredit’s Chief Executive Officer (“CEO”), who was newly appointed in the summer of 2016. Moreover, in its new business plan, its management underscored its focus on profitability improvement and increased efficiency. For all these reasons, we continued to like UniCredit at the end of the Reporting Period.

Davide Campari-Milano, a new purchase for the Fund during the Reporting Period, is a producer and distributor of alcoholic and non-alcoholic beverages. Its strong performance and top-line growth during the Reporting Period were driven by higher margin countries and brands, such as Aperol. Its sales in the U.S. benefited from a shipment catch-up after destocking in the fourth quarter of 2016 ahead of route-to-market changes in the U.S. (Route-to-market is an alternative term for distribution channel; a path or pipeline through which goods and services flow from vendor to consumer.) Despite short-term concerns surrounding the integration of its new acquisition, Grand Marnier, given large inventories, proper execution has led to a positive integration thus far. Additionally, its management has kept its focus on streamlining the company’s portfolio and generating cash. Tax relief from “patent box,” an agreement reached with the Italian authorities, drove its shares as well, representing a non-recurring cash benefit. (A patent box is a special tax regime for intellectual property revenues.) At the end of the Reporting Period, we continued to like the company and were incrementally comfortable with its CEO’s abilities to run the business. We believe the company is disciplined in its acquisitions and able to extract good upside from deals. Its management team has done several accretive acquisitions of “dusty,” or old-time, brands in which they see long-term value. Further, with a compelling portfolio of assets, we were encouraged by the company’s increased global presence versus that of the Italian market, where the company dominates.

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

Among the biggest detractors from Fund performance relative to the MSCI EAFE Index during the Reporting Period were Netherlands-based integrated energy company Royal Dutch Shell, Japanese diversified real estate landlord and developer Mitsubishi Estate and U.S.-based biopharmaceutical company Shire.

Royal Dutch Shell, one of the largest oil and natural gas production companies, detracted most from the Fund’s results during the Reporting Period. Early in the Reporting Period, Royal Dutch Shell reported earnings that missed market estimates, driven by weak performance in its refining and upstream businesses. (The upstream component of the energy industry is usually defined as those operations stages in the oil and gas industry that involve exploration and production. Upstream operations deal primarily with the exploration stages of the oil and gas industry, with upstream firms taking the first steps to locate, test and drill for oil and gas. Later, once reserves are proven, upstream firms will extract any oil and gas from the reserve.) The company’s share price was additionally impacted by a decline in oil prices. In May 2017, the company posted strong first quarter 2017 results, with earnings ahead of market expectations on the back of material profits in its upstream businesses. A significant decrease in capital expenditures and a reduction in taxes further bolstered its free cash flow. We remained positive on the company’s continued progress in its $30 billion

asset disposal program and believed the company had made impressive progress in reducing costs. At the end of the Reporting Period, we believed Royal Dutch Shell’s consistent cash flow growth and longer-term demand for its products warranted a positive outlook for the company.

Mitsubishi Estate focuses on prime Tokyo office space. After posting strong performance in the fourth quarter of 2016, the company saw its share price correct in early 2017 as foreign exchange movements affected market expectations for Japan’s economic strength and inflation. However, Tokyo office market fundamentals remained strong, with vacancies at historically low levels. Although rental growth was progressing at a tepid rate and new supply, in our opinion, is expected to be gradually on the

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

rise during the next three years, we believed at the end of the Reporting Period that Mitsubishi Estate continues to benefit as a landlord and remained attractively valued relative to its peers.

Shire focuses on developing and marketing innovative medicines for patients with rare diseases. Early in the Reporting Period, the company’s share price reacted negatively to wider circulation of a previously disclosed settlement being finalized by the Department of Justice. Uncertainty surrounding drug pricing and alleged patent infringement issues with rival companies additionally weighed on the stock. On a positive note, the company reported solid financial results during the Reporting Period, with sales and earnings ahead of market estimates. Our investment thesis for Shire remained unchanged during the Reporting Period, and we continued to believe at the end of the Reporting Period that drug pricing and potential tax reforms may not meaningfully affect Shire. We were also positive on the company’s acquisition of Baxalta, which could be supportive over the long term, as Baxalta, in our view, should improve Shire’s organic sales growth potential. Overall, we believe Shire remains a solid business with a strong pipeline and an experienced management team focused on addressing key issues.

Which equity market sectors most significantly affected Fund performance?

Effective stock selection in the information technology, consumer discretionary and consumer staples sectors contributed most positively to the Fund’s performance relative to the MSCI EAFE Index during the Reporting Period. Having an underweight to the consumer discretionary sector, which lagged the MSCI EAFE Index during the Reporting Period, and having an overweight to consumer staples, which outpaced the MSCI EAFE Index during the Reporting Period, also helped. Partially offsetting these positive contributors was weaker stock selection in the real estate, telecommunication services and financials sectors, which detracted from the Fund’s performance relative to the MSCI EAFE Index during the Reporting Period. Having an allocation to cash during the Reporting Period when the MSCI EAFE Index rallied also dampened the Fund’s relative results.

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, strong stock selection in Japan, Italy and Germany contributed most positively to the Fund’s returns relative to the MSCI EAFE Index. The countries that detracted most from the Fund’s relative performance during the Reporting Period were Spain, Hong Kong and the U.K., where stock selection 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 the purchase of Davide Campari-Milano already mentioned, among the Fund’s other purchases during the Reporting Period was that of Reckitt Benckiser. Reckitt Benckiser, headquartered in the U.K., is a global leader in household and personal care products, with leading brands across fabric care, surface care, dishwashing, home care and health and personal care. We initiated a Fund position in the company given what we considered to be its strong business fundamentals. We also believe the company’s recent acquisition of Mead Johnson, an infant and baby food maker, should deliver significant synergies that could allow the company to grow its earnings during the next several years. Moreover, we expect growth to be driven by Reckitt Benckiser’s innovation and market execution, which could result in category growth, margin expansion and market share gains.

In addition to the sale of AMS already mentioned, we exited the Fund’s positions in Banco Popular Espanol and Commerzbank.

Banco Popular Espanol’s shares performed poorly during the Reporting Period, partially attributable to increased regulatory pressure, which is creating a challenging environment for European banks. Moreover, in our view, the bank has a poor balance sheet given its inability to deal with existing non-performing loans and its weak capital position. Following its CEO’s resignation at the beginning of April 2017, we were less confident with the strategy of the company moving forward and thus decided to exit the position.

Conversely, Commerzbank, a global banking and financial services company in Germany, was a top contributor to the Fund’s relative returns during the Reporting Period. Commerzbank reported fourth quarter 2016 results, with earnings ahead of market estimates on the back of higher than expected revenues. A key highlight of its results was a better core Tier 1 capital ratio, which adds buffer as the bank undergoes its restructuring changes through cost cutting programs. (The Tier 1 capital ratio is the comparison between a banking firm’s core equity capital and its total risk-weighted assets. A firm’s core equity capital is known as its Tier 1 capital and is the measure of a bank’s financial strength based on the sum of its equity capital and disclosed reserves, and

 

3


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

sometimes non-redeemable, non-cumulative preferred stock.) Commerzbank additionally benefited from advising on the acquisition of Concardis by Bain Capital and Advent International, which was cleared by the European Union. While we remained positive at the end of the Reporting Period on the bank’s investments in technology, cost cutting and efforts to increase revenue, we took the opportunity of its share price rise to exit the Fund’s position for higher conviction 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 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, the Fund’s allocations relative to the MSCI EAFE Index in consumer staples, industrials, consumer discretionary and utilities increased, and its allocations relative to the MSCI EAFE Index in financials and materials decreased during the Reporting Period. From a country perspective, there were no significant changes in weightings relative to the MSCI EAFE Index during the Reporting Period.

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

At the end of June 2017, the Fund had greater weightings than the MSCI EAFE Index in the consumer staples and health care sectors. The Fund had underweighted allocations to the financials, materials, consumer discretionary and information technology sectors and was rather neutrally weighted to the MSCI EAFE Index in the industrials, real estate, energy, telecommunication services and utilities sectors at the end of the Reporting Period.

From a country perspective, the Fund had greater positions in Italy, the U.K., Ireland, Belgium and Portugal relative to the MSCI EAFE Index at the end of June 2017. The Fund had less exposure to Australia, Japan, Hong Kong, the Netherlands, Switzerland and Germany than the MSCI EAFE Index and was rather neutrally weighted to the MSCI EAFE Index in the remaining constituents of the MSCI EAFE Index at the end of the Reporting Period.

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, our outlook for equities remained positive, supported by what we perceive as a strong global earnings momentum, receding political risk and what we perceive as overly negative sentiment on the U.S. Administration’s proposals. Global economic growth has been strong, and the expansion appears to be broadening across regions, creating, in our view, a positive backdrop for corporate earnings growth. For the first year since 2010, consensus earnings per share growth forecasts were positive in all major global regions at the end of the Reporting Period. We were slightly more bullish on equities outside the U.S. at the end of the Reporting Period.

In Europe, we were finally seeing a much-awaited earnings rebound, led by cyclicals. First quarter 2017 earnings results were the best in three years, and consensus estimates saw year-to-date through June 2017 upgrades, a departure from the persistent downgrades of previous years. Political risk appeared to be receding — the French presidential election result and declining likelihood of an Italian election before 2018 lowered risks in Europe considerably, in our view. We believe this lowered risk should be supportive for corporate confidence, in turn boosting investment, mergers and acquisitions and earnings growth. Rising valuations and increasing investor positioning suggest to us growing recognition of these tailwinds, but significant potential remains, in our view, for an earnings-driven recovery.

In Japan, we were encouraged at the end of the Reporting Period by ongoing progress on its economic and corporate reform. Japanese companies have lagged companies in other developed market countries with respect to returns on capital, but appear to be catching up. We believe valuations on Japanese equities remained relatively attractive at the end of the Reporting Period. While Japanese equities have rerated, they remained less expensive than those of many other markets.

What we view as higher aggregate valuations make international equities more vulnerable, in our opinion, to a moderation in growth on the one hand or to a sharper than consensus expected rise in bond yields on the other. These risks support our case for dynamic active management.

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


FUND BASICS

 

Strategic International Equity Fund

as of June 30, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 06/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      16.94      8.03      0.45      3.82    1/12/98
Service      16.73        7.79        0.22        2.04      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        0.88      1.07  
Service        1.13        1.32          

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any 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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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 06/30/173

 

Holding   % of
Net Assets
    Line of Business   Country
Royal Dutch Shell plc Class A     4.9%     Energy   Netherlands
Novartis AG (Registered)     3.0   Pharmaceuticals, Biotechnology & Life Sciences   Switzerland
Bayer AG (Registered)     2.7   Pharmaceuticals, Biotechnology & Life Sciences   Germany
Beiersdorf AG     2.6   Household & Personal Products   Germany
Anheuser-Busch InBev SA/NV     2.5   Food, Beverage & Tobacco   Belgium
UBS Group AG (Registered)     2.4   Diversified Financials   Switzerland
Japan Tobacco, Inc.     2.3   Food, Beverage & Tobacco   Japan
Kerry Group plc Class A     2.2   Food, Beverage & Tobacco   Ireland
DBS Group Holdings Ltd.     2.2   Banks   Singapore
Hoya Corp.     2.1   Health Care Equipment & Services   Japan

 

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

 

5


FUND BASICS

 

FUND VS. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2017

 

 

 

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 (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 1.5% of the Fund’s net assets at June 30, 2017.

 

6


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Schedule of Investments

June 30, 2017 (Unaudited)

 

Shares      Description   

Value

 
  Common Stocks – 97.3%  
 

Australia – 3.0%

 
  115,676      Australia & New Zealand Banking Group Ltd. (Banks)    $ 2,553,165  
  65,306      BHP Billiton plc (Materials)      1,000,534  
  117,578      Computershare Ltd. (Software & Services)      1,277,806  
     

 

 

 
        4,831,505  

 

 

 
 

Belgium – 2.5%

 
  37,103      Anheuser-Busch InBev SA/NV (Food, Beverage & Tobacco)      4,097,972  

 

 

 
 

China – 0.6%

 
  486,000      China Mengniu Dairy Co. Ltd. (Food, Beverage & Tobacco)*      952,922  

 

 

 
 

Denmark – 2.7%

 
  69,077      Novo Nordisk A/S Class B (Pharmaceuticals, Biotechnology & Life Sciences)      2,968,051  
  30,071      Novozymes A/S Class B (Materials)      1,315,580  
     

 

 

 
        4,283,631  

 

 

 
 

Finland – 1.4%

 
  366,585      Nokia OYJ (Technology Hardware & Equipment)      2,247,800  

 

 

 
 

France – 11.2%

 
  20,800      Air Liquide SA (Materials)      2,570,798  
  22,845      BNP Paribas SA (Banks)      1,644,674  
  7,610      Iliad SA (Telecommunication Services)      1,798,458  
  75,301      Klepierre (REIT)      3,086,270  
  39,529      Publicis Groupe SA (Media)(a)      2,946,217  
  54,369      Rexel SA (Capital Goods)      888,516  
  26,908      Safran SA (Capital Goods)(a)      2,467,633  
  30,647      Vinci SA (Capital Goods)      2,614,235  
     

 

 

 
        18,016,801  

 

 

 
 

Germany – 8.5%

 
  34,064      Bayer AG (Registered) (Pharmaceuticals, Biotechnology & Life Sciences)      4,415,042  
  39,448      Beiersdorf AG (Household & Personal Products)      4,149,204  
  45,787      GEA Group AG (Capital Goods)      1,880,064  
  12,092      HeidelbergCement AG (Materials)      1,172,185  
  19,713      SAP SE (Software & Services)      2,063,386  
     

 

 

 
        13,679,881  

 

 

 
 

Hong Kong – 0.8%

 
  1,313,500      HKBN Ltd. (Telecommunication Services)      1,314,470  

 

 

 
 

Ireland – 3.5%

 
  7,757,848      Bank of Ireland (Banks)*      2,039,415  

 

 

 
  Common Stocks – (continued)  
 

Ireland – (continued)

 
  41,081      Kerry Group plc Class A (Food, Beverage & Tobacco)    3,534,533  
     

 

 

 
        5,573,948  

 

 

 
 

Italy – 8.3%

 
  330,652      Davide Campari-Milano SpA (Food, Beverage & Tobacco)      2,337,604  
  375,641      Enav SpA (Transportation)(b)      1,619,969  
  599,820      Enel SpA (Utilities)      3,217,133  
  71,896      Moncler SpA (Consumer Durables & Apparel)      1,686,575  
  2,295,502      Telecom Italia SpA (Telecommunication Services)*      2,123,735  
  127,360      UniCredit SpA (Banks)*      2,385,613  
     

 

 

 
        13,370,629  

 

 

 
 

Japan – 19.3%

 
  15,100      Dentsu, Inc. (Media)      724,392  
  17,100      East Japan Railway Co. (Transportation)      1,638,116  
  20,800      Hoshizaki Corp. (Capital Goods)      1,887,203  
  66,400      Hoya Corp. (Health Care Equipment & Services)      3,456,875  
  103,500      Japan Tobacco, Inc. (Food, Beverage & Tobacco)      3,637,829  
  57,400      Kao Corp. (Household & Personal Products)      3,412,909  
  62,800      KDDI Corp. (Telecommunication Services)      1,660,911  
  131,000      Mitsubishi Estate Co. Ltd. (Real Estate)      2,448,757  
  24,600      Nidec Corp. (Capital Goods)      2,527,404  
  6,900      Nintendo Co. Ltd. (Software & Services)      2,310,062  
  127,600      ORIX Corp. (Diversified Financials)      1,985,438  
  59,000      Pola Orbis Holdings, Inc. (Household & Personal Products)      1,560,939  
  63,100      Sumitomo Mitsui Financial Group, Inc. (Banks)      2,463,706  
  29,000      Suzuki Motor Corp. (Automobiles & Components)      1,381,501  
     

 

 

 
        31,096,042  

 

 

 
 

Netherlands – 7.0%

 
  41,078      Aalberts Industries NV (Capital Goods)      1,634,587  
  97,463      ING Groep NV (Banks)      1,682,481  
  298,876      Royal Dutch Shell plc Class A (Energy)      7,940,750  
     

 

 

 
        11,257,818  

 

 

 
 

Singapore – 2.2%

 
  230,885      DBS Group Holdings Ltd. (Banks)      3,474,999  

 

 

 
 

Spain – 1.2%

 
  234,615      EDP Renovaveis SA (Utilities)      1,864,904  

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Schedule of Investments (continued)

June 30, 2017 (Unaudited)

 

Shares      Description   

Value

 
  Common Stocks – (continued)  
 

Switzerland – 8.7%

 
  199,707      Credit Suisse Group AG (Registered) (Diversified Financials)*    $ 2,905,935  
  57,513      Novartis AG (Registered) (Pharmaceuticals, Biotechnology & Life Sciences)      4,803,866  
  229,602      UBS Group AG (Registered) (Diversified Financials)*      3,904,585  
  39,426      Wolseley plc (Capital Goods)      2,419,879  
     

 

 

 
        14,034,265  

 

 

 
 

United Kingdom – 15.0%

 
  274,524      Aviva plc (Insurance)      1,883,062  
  131,750      BTG plc (Pharmaceuticals, Biotechnology & Life Sciences)*      1,197,373  
  122,124      Compass Group plc (Consumer Services)      2,577,740  
  54,343      InterContinental Hotels Group plc (Consumer Services)      3,017,864  
  429,006      Melrose Industries plc (Capital Goods)      1,354,990  
  389,086      Merlin Entertainments plc (Consumer Services)(b)      2,435,628  
  172,244      Pennon Group plc (Utilities)      1,851,087  
  27,453      Reckitt Benckiser Group plc (Household & Personal Products)      2,782,997  
  473,096      Rentokil Initial plc (Commercial & Professional Services)      1,683,541  
  34,705      Rio Tinto plc (Materials)      1,469,820  
  240,770      UBM plc (Media)      2,163,747  
  266,910      Virgin Money Holdings UK plc (Banks)      926,769  
  300,607      Vodafone Group plc (Telecommunication Services)      853,710  
     

 

 

 
        24,198,328  

 

 

 
 

United States – 1.4%

 
  42,295      Shire plc (Pharmaceuticals, Biotechnology & Life Sciences)      2,332,103  

 

 

 
  TOTAL COMMON STOCKS  
  (Cost $141,918,586)    $ 156,628,018  

 

 

 
     
  Exchange Traded Fund – 1.0%  
 

United States – 1.0%

 
  30,090      iShares MSCI Japan Fund    $ 1,614,328  
  (Cost $1,535,490)  

 

 

 
Shares   

Distribution

Rate

     Value  
Investment Company(c)(d) – 0.0%  

Goldman Sachs Financial Square Government Fund — Institutional Shares

 

690      0.845    $ 690  
(Cost $690)  

 

 
TOTAL INVESTMENTS BEFORE SECURITIES LENDING REINVESTMENT VEHICLE  
(Cost $143,454,766)      $ 158,243,036  

 

 
     
Securities Lending Reinvestment Vehicle(c)(d) – 1.5%  

Goldman Sachs Financial Square Government Fund — Institutional Shares

 

2,404,580      0.845    $ 2,404,580  
(Cost $2,404,580)  

 

 
TOTAL INVESTMENTS – 99.8%  
(Cost $145,859,346)      $ 160,647,616  

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES – 0.2%

 

     277,758  

 

 
NET ASSETS – 100.0%      $ 160,925,374  

 

 

 

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)   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 $4,055,597, which represents approximately 2.5% of net assets as of June 30, 2017.
(c)   Represents an affiliated issuer.
(d)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.

 

Investment Abbreviations:
REIT   —Real Estate Investment Trust

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement of Assets and Liabilities

June 30, 2017 (Unaudited)

 

  
Assets:  

Investments in unaffiliated issuers, at value (cost $143,454,076)(a)

   $ 158,242,346  

Investments in affiliated issuers, at value (cost $690)

     690  

Investments in affiliated securities lending reinvestment vehicle, at value (cost $2,404,580)

     2,404,580  

Cash

     1,863,072  

Foreign currencies, at value (cost $191,551)

     196,415  

Receivables:

  

Dividends

     559,854  

Foreign tax reclaims

     382,707  

Reimbursement from investment adviser

     13,260  

Securities lending income

     6,763  

Fund shares sold

     241  

Other assets

     622  
Total assets      163,670,550  
  
  
Liabilities:    

Payables:

  

Payable upon return of securities loaned

     2,404,580  

Fund shares redeemed

     109,769  

Management fees

     108,760  

Distribution and Service fees and Transfer Agency fees

     27,832  

Accrued expenses

     94,235  
Total liabilities      2,745,176  
  
  
Net Assets:    

Paid-in capital

     215,256,575  

Undistributed net investment income

     2,039,036  

Accumulated net realized loss

     (71,160,400

Net unrealized gain

     14,790,163  
NET ASSETS    $ 160,925,374  

Net Assets:

  

Institutional

   $ 40,561,347  

Service

     120,364,027  

Total Net Assets

   $ 160,925,374  

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

  

Institutional

     4,003,159  

Service

     11,863,744  

Net asset value, offering and redemption price per share:

  

Institutional

     $10.13  

Service

     10.15  

(a) Includes loaned securities having a market value of $2,297,517.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statement of Operations

For the Six Months Ended June 30, 2017 (Unaudited)

 

  
Investment income:  

Dividends — unaffiliated issuers (net of foreign taxes withheld of $251,991)

   $ 2,825,160  

Securities lending income — affiliated issuer

     48,251  

Dividends — affiliated issuers

     2,354  
Total investment income      2,875,765  
  
Expenses:    

Management fees

     656,651  

Distribution and Service fees — Service Shares

     144,440  

Professional fees

     44,368  

Custody, accounting and administrative services

     38,522  

Printing and mailing costs

     22,401  

Transfer Agency fees(a)

     15,449  

Trustee fees

     8,284  

Other

     5,926  
Total expenses      936,041  

Less — expense reductions

     (117,539
Net expenses      818,502  
NET INVESTMENT INCOME      2,057,263  
  
Realized and unrealized gain (loss):    

Net realized gain (loss) from:

  

Investments

     (3,051,975

Foreign currency transactions

     48,003  

Net change in unrealized gain on:

  

Investments

     23,415,869  

Foreign currency translation

     46,132  
Net realized and unrealized gain      20,458,029  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 22,515,292  

(a) Institutional and Service Shares incurred Transfer Agency fees of $3,895 and $11,554, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Statements of Changes in Net Assets

     For the
Six Months Ended
June 30, 2017
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2016
 
     
From operations:  

Net investment income

   $ 2,057,263      $ 2,594,460  

Net realized loss

     (3,003,972      (4,074,588

Net change in unrealized gain (loss)

     23,462,001        (3,160,383
Net increase (decrease) in net assets resulting from operations      22,515,292        (4,640,511
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

            (781,242

Service Shares

            (1,944,283
Total distributions to shareholders             (2,725,525
     
From share transactions:        

Proceeds from sales of shares

     6,442,207        10,750,740  

Reinvestment of distributions

            2,725,525  

Cost of shares redeemed

     (10,455,064      (22,234,915
Net decrease in net assets resulting from share transactions      (4,012,857      (8,758,650
TOTAL INCREASE (DECREASE)      18,502,435        (16,124,686
     
Net assets:        

Beginning of period

     142,422,939        158,547,625  

End of period

   $ 160,925,374      $ 142,422,939  
Undistributed (distributions in excess of) net investment income    $ 2,039,036      $ (18,227

 

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


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)

 

2017 - Institutional

  $ 8.75       0.13     $ 1.25     $ 1.38     $     $ 10.13       15.77   $ 40,561       0.87 %(d)      1.02 %(d)      2.84 %(d)      20

2017 - Service

    8.78       0.12       1.25       1.37             10.15       15.60       120,364       1.12 (d)      1.27 (d)      2.60 (d)      20  

FOR THE FISCAL YEARS ENDED DECEMBER 31,

 

2016 - Institutional

    9.19       0.17 (e)      (0.42     (0.25     (0.19     8.75       (2.72     37,061       0.89       1.06       1.94 (e)      39  

2016 - Service

    9.21       0.15 (e)      (0.42     (0.27     (0.16     8.78       (2.86     105,362       1.14       1.31       1.68 (e)      39  

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  

 

(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 corporate actions which amounted to $0.03 per share and 0.36% of average net assets.
(f) Reflects income recognized from corporate action which amounted to $0.02 per share and 0.17% of average net assets.
(g) Reflects income recognized from corporate action which amounted to $0.22 per share and 2.10% of average net assets.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements

June 30, 2017 (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. LLC (formerly 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 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. Investment income is recorded net of any foreign withholding taxes, less any amounts reclaimable. The Fund may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. Any foreign capital gains tax is accrued daily based upon net unrealized gains, and is payable upon sale of such investments.

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, if any, 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.  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

 

13


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

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

U.S. GAAP defines the fair value of a financial instrument as 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); the Fund’s policy is to use the market approach. 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.

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.

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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 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.

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 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 classified in the fair value hierarchy as of June 30, 2017:

 

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

Asia

     $        $ 36,838,433        $  

Australia and Oceania

                4,831,505           

Europe

                112,625,977           

North America

       1,614,328          2,332,103           
Investment Company        690                    
Securities Lending Reinvestment Vehicle        2,404,580                    
Total      $ 4,019,598        $ 156,628,018        $  

 

(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 the 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.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

4.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

For the six months ended June 30, 2017, 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 28, 2018 and prior to such date GSAMI may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2017, GSAMI waived $30,901 of its management fee.

The Fund invests in Institutional Shares of the Goldman Sachs Financial Square Government Fund, which is an affiliated Underlying Fund. GSAMI 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, 2017, GSAMI waived $656 of the Fund’s management fee.

B.  Distribution and/or Service (12b-1) Plan — The Trust, on behalf of Service Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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%. The Other Expense limitation will remain in place through at least April 28, 2018, and prior to such date GSAMI may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, GSAMI reimbursed $85,482 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” limitation described above. For the six months ended June 30, 2017, custody fee credits were $500.

E.  Line of Credit Facility — As of June 30, 2017, 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 GSAMI or its affiliates. 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, 2017, the Fund did not have any borrowings under the facility.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

 

4.    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, 2017:

 

Market Value
12/31/2016
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/2017
    Dividend
Income
 
$ 10     $ 12,706,558     $ (12,705,878   $ 690     $ 2,354  

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, 2017, were $31,018,227 and $34,237,716, respectively.

6.    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 Government Fund (“Government Money Market Fund”), an affiliated series of the Trust. The Government 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 Goldman Sachs Asset Management, L.P. (“GSAM”), an affiliate of Goldman Sachs, for which GSAM may receive a management fee of up to 0.205% on an annualized basis of the average daily net assets of the Government 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 GSAL is unable to purchase replacement securities, GSAL will indemnify the Fund by paying the Fund an amount equal to the market value of the securities loaned minus the value of cash collateral received from the borrower for the loan, subject to an exclusion for any shortfalls resulting from a loss of value in such cash collateral due to reinvestment risk. The amounts of the Fund’s overnight and continuous agreements represent the gross amounts of recognized liabilities for securities lending transactions outstanding as of June 30, 2017 are disclosed as “Payable upon return of securities loaned” on the Statement of Assets and Liabilities.

Both the Fund and GSAL received compensation relating to the lending of the Fund’s securities. The amounts earned, if any, by the Fund for the six months ended June 30, 2017, are reported under Investment Income on the Statement of Operations.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

6.    SECURITIES LENDING (continued)

 

The table below details securities lending activity with affiliates of Goldman Sachs:

 

For the Six Months ended June 30, 2017        
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, 2017
 
$ 5,361     $ 8,985     $ 2,404,580  

The following table provides information about the Fund’s investment in the Government Money Market Fund for the six months ended June 30, 2017:

 

Market Value
12/31/2016
    Purchases
at Cost
    Proceeds
from Sales
    Market Value
6/30/2017
 
$ 764,701     $ 33,064,201     $ (31,424,322   $ 2,404,580  

7.    TAX INFORMATION

As of the Fund’s most recent fiscal year end, December 31, 2016, the Fund’s capital loss carryforwards and certain timing differences, on a tax-basis were as follows:

 

Capital loss carryforwards:   

Expiring 2017(1)

   $ (63,558,058

Perpetual long-term

     (3,977,388
Total capital loss carryforwards    $ (67,535,446
Timing differences (Qualified Late Year Loss Deferral/Post October Loss Deferral)      (163,996

 

(1) Expiration occurs on December 31 of the year indicated.

As of June 30, 2017, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 146,483,935  
Gross unrealized gain      22,234,962  
Gross unrealized loss      (8,071,281
Net unrealized gain    $ 14,163,681  

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

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.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

 

8.    OTHER RISKS

 

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

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. The imposition of exchange controls, confiscations, trade restrictions (including tariffs) and other government restrictions by the U.S. or other governments, or from problems in share registration, settlement or custody, may also result in losses. 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 — If the Fund invests in foreign securities, the Fund 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 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.

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 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.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

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, GSAMI 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 and GSAMI 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, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      25,646     $ 236,329       110,254     $ 974,934  
Reinvestment of distributions                  89,902       781,242  
Shares redeemed      (255,812     (2,460,332     (510,122     (4,546,751
       (230,166     (2,224,003     (309,966     (2,790,575
Service Shares         
Shares sold      685,065       6,205,878       1,080,345       9,775,806  
Reinvestment of distributions                  223,224       1,944,283  
Shares redeemed      (825,755     (7,994,732     (1,984,717     (17,688,164
       (140,690     (1,788,854     (681,148     (5,968,075
NET DECREASE      (370,856   $ (4,012,857     (991,114   $ (8,758,650

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

 

Fund Expenses — Six Month Period Ended June 30,  2017 (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
01/01/17
    Ending
Account Value
06/30/17
    Expenses Paid
for the
6 Months
Ended
06/30/17*
 
Institutional        
Actual   $ 1,000     $ 1,157.70     $ 4.65  
Hypothetical 5% return     1,000       1,020.48     4.36  
Service        
Actual     1,000       1,156.00       5.99  
Hypothetical 5% return     1,000       1,019.24     5.61  

 

  * 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, 2017. 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 0.87% and 1.12% 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.  

 

21


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, 2018 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 14-15, 2017 (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 four 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 information on 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 levels 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 undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund 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;

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY FUND

 

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

 

  (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 administrative 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, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. 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

 

23


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY 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.

The Trustees observed that the Fund’s Institutional Shares had placed in the second quartile of the Fund’s peer group for the five-year period, in the third quartile for the ten-year period, 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, 2017.

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 data 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.

The Trustees noted that the management fee breakpoint schedule was being reduced at all asset levels. In addition, the Trustees considered the Investment Adviser’s undertakings to implement fee waivers and/or expense limitations. 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 Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

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  

 

24


GOLDMAN SACHS VARIABLE INSURANCE TRUST STRATEGIC INTERNATIONAL EQUITY 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 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. LLC (“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) 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); (f) the Investment Adviser’s ability to leverage the infrastructure designed to service the Fund on behalf of its other clients; (g) the Investment Adviser’s ability to cross-market other products and services to Fund shareholders; (h) Goldman Sachs’ retention of certain fees as Fund Distributor; (i) 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 (j) 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, 2018.

 

25


TRUSTEES   OFFICERS
Ashok N. Bakhru, Chairman   James A. McNamara, President
Kathryn A. Cassidy   Scott M. McHugh, Treasurer, Senior Vice
Diana M. Daniels   President and Principal Financial Officer
Herbert J. Markley  

Joseph F. DiMaria, Assistant Treasurer and

James A. McNamara   Principal Accounting Officer
Jessica Palmer   Caroline L. Kraus, Secretary
Roy W. Templin  
Gregory G. Weaver  

GOLDMAN SACHS & CO. LLC

Distributor and Transfer Agent

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 GSAMI of any of these websites or the products or services offered. GSAMI 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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

© 2017 Goldman Sachs. All rights reserved.

VITINTLSAR-17/100577-TMPL-08/2017-585384/11.3K


Goldman

Sachs Variable Insurance Trust

Goldman Sachs

U.S. Equity Insights Fund

Semi-Annual Report

June 30, 2017

 

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, 2017 (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 10.71% and 10.62%, respectively. These returns compare to the 9.34% 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 9.34% during the Reporting Period.

As the Reporting Period began in January 2017, U.S. equities rallied to new highs on the prospect of deregulation following executive orders on oil pipelines and on further optimism around infrastructure spending after a $1 trillion proposal from Senate Democrats. Despite political uncertainty and protectionism concerns, U.S. equities continued to rally in February 2017, driven by “risk on” sentiment, or reduced risk aversion, owing to potential U.S. tax reform and deregulation as well as by stronger economic data. In March 2017, the U.S. Federal Reserve (the “Fed”) raised interest rates for the third time since the 2008 global financial crisis, while maintaining projections for three rate hikes this year. However, a seemingly cautious stance on the future path of monetary tightening from Fed Chair Janet Yellen and the presence of a dissenter on the policy committee led to a dovish market reaction. (Dovish tends to suggest lower interest rates; opposite of hawkish.) Political risks subsequently drove U.S. equities lower in the wake of House Republicans’ struggle to schedule a vote on health care. For the month of March 2017, U.S. equities were virtually flat.

U.S. equities fell in April 2017, as Fed minutes suggested stocks were overvalued. However, U.S. equities subsequently rebounded on strong first quarter 2017 earnings results and receding European political risk following the French election. Although the U.S. labor market remained strong and wage growth accelerated, economic activity and inflation data appeared to be moderating during the second quarter of 2017. Core inflation softened to 1.7% year-over-year in May 2017, marking a third consecutive month of weakness, while core personal consumption expenditures remained below the Fed’s 2% target at just 1.4% year-over-year. In addition, market expectations for pro-growth U.S. fiscal policy were dampened by domestic political developments. Nonetheless, the Fed proceeded to raise the targeted federal funds rate by 25 basis points in June 2017, citing ongoing strength in the labor market and a pick-up in household spending and business fixed investment. (A basis point is 1/100th of a percentage point.) The results of the Fed’s 2017 Comprehensive Capital Analysis and Review (“CCAR”) stress test for banks were encouraging, with improving payout ratios. (Payout ratio is the proportion of earnings paid out as dividends to shareholders.)

For the Reporting Period overall, information technology, health care and consumer discretionary were the best performing sectors in the S&P 500® Index by a wide margin. The weakest performing sectors in the S&P 500® Index were energy and telecommunication services, the only two to post negative absolute returns, followed by real estate and financials, which were comparatively weak but generated 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, large-cap stocks, as measured by the Russell 1000® Index, performed best, followed by mid-cap stocks, as measured by the Russell Midcap® Index, and then at some distance by small-cap stocks, as measured by the Russell 2000® Index. From a style perspective, growth-oriented stocks significantly outpaced value-oriented stocks across the capitalization spectrum. (All as measured by the Russell indices.)

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

During the Reporting Period, the Fund outperformed the S&P 500® Index largely due to stock selection driven by our quantitative model and four of our quantitative model’s six investment themes. None of our quantitative model’s six investment themes detracted significantly from the Fund’s relative returns.

 

1


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

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, four of our six investment themes contributed positively to relative returns. Momentum contributed most positively to relative performance, followed by Valuation. The Quality and Sentiment themes also contributed positively, albeit to a lesser extent. 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 Valuation theme attempts to capture potential mispricings of securities, typically by comparing a measure of the company’s intrinsic value to its market value. The Quality theme assesses both firm and financial quality. The Sentiment theme reflects selected investment views and decisions of individuals and financial intermediaries.

No investment themes detracted significantly from the Fund’s relative returns during the Reporting Period. The Management and Profitability themes had a rather neutral effect on results during the Reporting Period. The Management theme assesses the characteristics, policies and strategic decisions of company managements. 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 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 contributed positively to the Fund’s relative performance.

Effective stock selection in the energy, consumer discretionary and real estate sectors contributed most positively to the Fund’s results relative to the S&P 500® Index. Having an underweight to energy, the weakest sector in the S&P 500® Index during the Reporting Period, also helped. Partially offsetting these positive contributors was stock selection in the consumer staples and health care sectors, which detracted from the Fund’s results relative to the S&P 500® 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 underweight positions in telecommunications giant Verizon Communications and diversified industrial and financial services conglomerate General Electric (“GE”) and from an overweight position in health care equipment and services provider Baxter International. We chose to underweight Verizon Communications due to our negative view on Profitability. The Fund was underweight General Electric given our negative views on Value and Management. The overweight in Baxter International was established because of our positive views on Sentiment and Profitability.

Which individual positions detracted from the Fund’s results during the Reporting Period?

Detracting most from the Fund’s results relative to the S&P 500® Index were overweight positions in oilfield products and services provider Baker Hughes a GE Co, packaged foods manufacturer Conagra Brands and computerized gaming equipment, software and network systems manufacturer and distributor International Game Technology. We chose to overweight Baker Hughes a GE Co due to our positive views on Quality and Sentiment. The Fund had an overweight position in Conagra Brands based on our positive views on Sentiment and Quality. Positive views on Momentum and Value drove the Fund’s overweight position in International Game Technology.

 

2


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

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. During the Reporting Period, we made numerous enhancements to our models. As example, we made two enhancements to our Sentiment theme. The first enhancement introduced a signal in the U.S. region, which looks at characteristics of a company’s credit default swaps term structure to infer investor expectations regarding the health of that company. Secondly, we introduced an enhancement in the U.S. region that looks at the 10-K and 10-Q filings of companies as an indicator of stock price movements. We use natural language processing techniques to parse through quarterly filings in an effort to gauge various aspects of a company related to management sentiment, their outlook and their thoughts on upcoming risks.

We also enhanced our Valuation theme in the Japan region by evaluating the worth of companies’ patents. We utilize data on the exclusiveness of Japanese companies’ patent portfolios with the goal of determining which companies have the most valuable patent portfolios. We believe that companies with more exclusive patents tend to outperform in the long run.    

What was the Fund’s sector positioning relative to its benchmark index at the end of the Reporting Period?

As of June 30, 2017, the Fund was overweight the health care, consumer discretionary and real estate sectors relative to the S&P 500® Index. The Fund was underweight financials, utilities and industrials and was rather neutrally weighted in information technology, energy, consumer staples, telecommunication services and materials compared to the benchmark index on the same date.

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

During the Reporting Period, one Vice President left the Equity Alpha team and one Vice President joined the team. QIS employs a globally integrated team of more than 90 professionals, with an additional 75-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.

 

3


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 represent approximately 92% of the total market capitalization of the Russell 3000 Index. It is not possible to invest directly in an index.

 

4


FUND BASICS

 

U.S. Equity Insights Fund

as of June 30, 2017

 

STANDARDIZED TOTAL RETURNS1

 

For the period ended 6/30/17    One Year      Five Years      Ten Years      Since Inception      Inception Date
Institutional      20.50      15.68      6.52      6.07    02/13/98
Service      20.26        15.45        6.31        6.75      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        0.60      0.70
Service        0.81        0.95  

 

2  The expense ratios of the Fund, both current (net of any fee waivers and/or expense limitations) and before waivers (gross of any 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 fee waivers and/or expense limitations will remain in place through at least April 28, 2018, 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 6/30/173

 

Holding      % of Net Assets      Line of Business
Apple, Inc.        3.7%      Technology Hardware & Equipment
JPMorgan Chase & Co.        2.3    Banks
Comcast Corp. Class A        1.8    Media
Amazon.com, Inc.        1.8    Retailing
Facebook, Inc. Class A        1.7    Software & Services
Amgen, Inc.        1.6    Pharmaceuticals, Biotechnology & Life Sciences
Microsoft Corp.        1.6    Software & Services
Boeing Co. (The)        1.5    Capital Goods
Celgene Corp.        1.5    Pharmaceuticals, Biotechnology & Life Sciences
Johnson & Johnson        1.5    Pharmaceuticals, Biotechnology & Life Sciences

 

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

 

5


FUND BASICS

 

FUND vs. BENCHMARK SECTOR ALLOCATIONS4

As of June 30, 2017

 

 

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.

 

6


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Schedule of Investments

June 30, 2017 (Unaudited)

 

Shares      Description    Value  
  Common Stocks – 97.8%  
 

Automobiles & Components – 2.3%

  38,709      BorgWarner, Inc.    $ 1,639,713  
  35,920      Delphi Automotive plc      3,148,388  
  4,499      Goodyear Tire & Rubber Co. (The)      157,285  
  28,321      Lear Corp.      4,023,848  
     

 

 

 
        8,969,234  

 

 

 
 

Banks – 4.4%

  
  27,220      Bank of America Corp.      660,357  
  118,247      Citizens Financial Group, Inc.      4,219,053  
  4,153      Comerica, Inc.      304,166  
  98,619      JPMorgan Chase & Co.      9,013,777  
  60,633      Regions Financial Corp.      887,667  
  26,593      SunTrust Banks, Inc.      1,508,355  
  14,891      Wells Fargo & Co.      825,110  
     

 

 

 
        17,418,485  

 

 

 
 

Capital Goods – 6.9%

  
  29,848      AerCap Holdings NV*      1,385,843  
  7,977      Allegion plc      647,094  
  11,125      Allison Transmission Holdings, Inc.      417,299  
  53,679      AMETEK, Inc.      3,251,337  
  30,718      Boeing Co. (The)      6,074,484  
  12,789      Caterpillar, Inc.      1,374,306  
  3,253      Fortive Corp.      206,078  
  46,734      General Electric Co.      1,262,285  
  11,715      Honeywell International, Inc.      1,561,492  
  108,210      Masco Corp.      4,134,704  
  25,186      Spirit AeroSystems Holdings, Inc. Class A      1,459,277  
  46,555      United Technologies Corp.      5,684,831  
     

 

 

 
        27,459,030  

 

 

 
 

Consumer Durables & Apparel – 2.0%

  
  17,795      Mohawk Industries, Inc.*      4,300,874  
  36,262      NIKE, Inc. Class B      2,139,458  
  12,199      PVH Corp.      1,396,785  
     

 

 

 
        7,837,117  

 

 

 
 

Consumer Services – 2.3%

  
  13,467      Carnival Corp.      883,031  
  3,351      Domino’s Pizza, Inc.      708,837  
  35,360      Hilton Worldwide Holdings, Inc.      2,187,016  
  65,265      International Game Technology plc      1,194,350  
  62,144      Las Vegas Sands Corp.      3,970,380  
     

 

 

 
        8,943,614  

 

 

 
 

Diversified Financials – 4.9%

  
  99,660      AGNC Investment Corp. (REIT)      2,121,762  
  45,312      Ally Financial, Inc.      947,021  
  16,138      Bank of New York Mellon Corp. (The)      823,361  
  12,757      Berkshire Hathaway, Inc. Class B*      2,160,653  
  2,252      Discover Financial Services      140,052  
  73,024      Intercontinental Exchange, Inc.      4,813,742  
  31,830      Leucadia National Corp.      832,673  
  10,543      Northern Trust Corp.      1,024,885  

 

 

 
  Common Stocks – (continued)  
 

Diversified Financials – (continued)

 
  27,987      S&P Global, Inc.    $ 4,085,822  
  34,861      Santander Consumer USA Holdings, Inc.*      444,826  
  67,698      Synchrony Financial      2,018,754  
     

 

 

 
        19,413,551  

 

 

 
 

Energy – 6.0%

  
  80,368      Baker Hughes, Inc.      4,380,860  
  23,504      Chevron Corp.      2,452,172  
  32,411      Exxon Mobil Corp.      2,616,540  
  84,005      Marathon Petroleum Corp.      4,395,981  
  31,174      Newfield Exploration Co.*      887,212  
  54,517      Phillips 66      4,508,011  
  67,439      Valero Energy Corp.      4,549,435  
     

 

 

 
        23,790,211  

 

 

 
 

Food & Staples Retailing – 2.6%

  
  69,219      CVS Health Corp.      5,569,361  
  56,971      Walgreens Boots Alliance, Inc.      4,461,399  
  2,215      Wal-Mart Stores, Inc.      167,631  
     

 

 

 
        10,198,391  

 

 

 
 

Food, Beverage & Tobacco – 4.4%

  
  113,061      Conagra Brands, Inc.      4,043,061  
  44,439      Kellogg Co.      3,086,733  
  49,438      Molson Coors Brewing Co. Class B      4,268,477  
  23,939      Philip Morris International, Inc.      2,811,636  
  50,525      Tyson Foods, Inc. Class A      3,164,381  
     

 

 

 
        17,374,288  

 

 

 
 

Health Care Equipment & Services – 6.9%

  
  75,751      Baxter International, Inc.      4,585,965  
  21,012      Centene Corp.*      1,678,439  
  28,684      Cigna Corp.      4,801,415  
  57,562      Danaher Corp.      4,857,657  
  19,265      Humana, Inc.      4,635,544  
  7,860      IDEXX Laboratories, Inc.*      1,268,761  
  25,321      UnitedHealth Group, Inc.      4,695,020  
  5,261      WellCare Health Plans, Inc.*      944,665  
     

 

 

 
        27,467,466  

 

 

 
 

Household & Personal Products – 1.9%

  
  68,071      Colgate-Palmolive Co.      5,046,103  
  1,457      Estee Lauder Cos., Inc. (The) Class A      139,843  
  25,915      Procter & Gamble Co. (The)      2,258,492  
     

 

 

 
        7,444,438  

 

 

 
 

Insurance – 2.2%

  
  22,403      Aon plc      2,978,479  
  59,487      Marsh & McLennan Cos., Inc.      4,637,606  
  28,755      XL Group Ltd.      1,259,469  
     

 

 

 
        8,875,554  

 

 

 
 

Materials – 1.9%

  
  11,798      Celanese Corp. Series A      1,120,102  
  8,108      EI du Pont de Nemours & Co.      654,397  
  86,894      Freeport-McMoRan, Inc.*      1,043,597  

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Schedule of Investments (continued)

June 30, 2017 (Unaudited)

 

Shares      Description    Value  
  Common Stocks – (continued)  
 

Materials – (continued)

 
  13,141      Huntsman Corp.    $ 339,564  
  47,309      Owens-Illinois, Inc.*      1,131,631  
  23,183      Sealed Air Corp.      1,037,671  
  1,274      Sherwin-Williams Co. (The)      447,123  
  27,246      WestRock Co.      1,543,758  
     

 

 

 
        7,317,843  

 

 

 
 

Media – 3.4%

  
  186,152      Comcast Corp. Class A      7,245,036  
  167,550      Interpublic Group of Cos., Inc. (The)      4,121,730  
  24,921      Omnicom Group, Inc.      2,065,951  
     

 

 

 
        13,432,717  

 

 

 
 

Pharmaceuticals, Biotechnology & Life Sciences – 10.6%

  18,030      Agilent Technologies, Inc.      1,069,359  
  21,901      Alexion Pharmaceuticals, Inc.*      2,664,695  
  36,867      Amgen, Inc.      6,349,603  
  17,603      Biogen, Inc.*      4,776,750  
  46,188      Bristol-Myers Squibb Co.      2,573,595  
  44,897      Celgene Corp.*      5,830,773  
  41,376      Eli Lilly & Co.      3,405,245  
  43,751      Johnson & Johnson      5,787,820  
  59,254      Merck & Co., Inc.      3,797,589  
  801      Mettler-Toledo International, Inc.*      471,421  
  30,330      Thermo Fisher Scientific, Inc.      5,291,675  
     

 

 

 
        42,018,525  

 

 

 
 

Real Estate – 4.6%

  
  81,325      American Homes 4 Rent Class A (REIT)      1,835,505  
  37,861      American Tower Corp. (REIT)      5,009,768  
  42,539      CBRE Group, Inc. Class A*      1,548,420  
  7,750      Equinix, Inc. (REIT)      3,325,990  
  40,931      Forest City Realty Trust, Inc. Class A (REIT)      989,302  
  68,176      Host Hotels & Resorts, Inc. (REIT)      1,245,576  
  37,014      Park Hotels & Resorts, Inc. (REIT)      997,897  
  7,747      Prologis, Inc. (REIT)      454,284  
  3,571      Quality Care Properties, Inc. (REIT)*      65,385  
  20,000      SBA Communications Corp. (REIT)*      2,698,000  
     

 

 

 
        18,170,127  

 

 

 
 

Retailing – 4.5%

  
  7,481      Amazon.com, Inc.*      7,241,608  
  34,544      Best Buy Co., Inc.      1,980,407  
  3,333      Burlington Stores, Inc.*      306,603  
  3,024      Expedia, Inc.      450,425  
  3,554      Home Depot, Inc. (The)      545,184  
  7,838      Netflix, Inc.*      1,171,075  
  1,009      Priceline Group, Inc. (The)*      1,887,355  
  79,263      Target Corp.      4,144,662  
     

 

 

 
        17,727,319  

 

 

 
 

Semiconductors & Semiconductor Equipment – 3.4%

  
  96,118      Applied Materials, Inc.      3,970,635  
  15,179      Broadcom Ltd.      3,537,466  

 

 

 
  Common Stocks – (continued)  
 

Semiconductors & Semiconductor Equipment – (continued)

 
  85,107      Maxim Integrated Products, Inc.    $ 3,821,304  
  28,359      Texas Instruments, Inc.      2,181,658  
     

 

 

 
        13,511,063  

 

 

 
 

Software & Services – 10.7%

  
  36,628      Activision Blizzard, Inc.      2,108,674  
  37,716      Adobe Systems, Inc.*      5,334,551  
  6,096      Alphabet, Inc. Class A*      5,667,329  
  6,119      Alphabet, Inc. Class C*      5,560,519  
  3,979      Cadence Design Systems, Inc.*      133,257  
  44,290      Citrix Systems, Inc.*      3,524,598  
  23,662      eBay, Inc.*      826,277  
  4,975      Electronic Arts, Inc.*      525,957  
  44,901      Facebook, Inc. Class A*      6,779,153  
  5,826      Fidelity National Information Services, Inc.      497,540  
  90,694      Microsoft Corp.      6,251,537  
  7,172      ServiceNow, Inc.*      760,232  
  4,293      Vantiv, Inc. Class A*      271,919  
  30,763      VeriSign, Inc.*      2,859,729  
  58,837      Western Union Co. (The)      1,120,845  
     

 

 

 
        42,222,117  

 

 

 
 

Technology Hardware & Equipment – 7.9%

  
  100,775      Apple, Inc.      14,513,615  
  32,290      F5 Networks, Inc.*      4,102,767  
  241,886      Flex Ltd.*      3,945,161  
  128,862      Jabil, Inc.      3,761,482  
  139,704      Juniper Networks, Inc.      3,894,948  
  24,571      Seagate Technology plc      952,126  
     

 

 

 
        31,170,099  

 

 

 
 

Telecommunication Services – 1.2%

  
  116,210      AT&T, Inc.(a)      4,384,603  
  5,696      Level 3 Communications, Inc.*      337,773  
     

 

 

 
        4,722,376  

 

 

 
 

Transportation – 1.4%

  
  120,953      JetBlue Airways Corp.*      2,761,357  
  7,173      Norfolk Southern Corp.      872,954  
  27,061      Southwest Airlines Co.      1,681,571  
  3,957      United Continental Holdings, Inc.*      297,764  
     

 

 

 
        5,613,646  

 

 

 
 

Utilities – 1.4%

  
  251,405      AES Corp.      2,793,110  
  61,117      CenterPoint Energy, Inc.      1,673,384  
  6,149      CMS Energy Corp.      284,391  
  23,737      NiSource, Inc.      601,970  
     

 

 

 
        5,352,855  

 

 

 
  TOTAL COMMON STOCKS  
  (Cost $341,295,118)    $ 386,450,066  

 

 

 

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Shares    Distribution
Rate
     Value  
Investment Company(b)(c) – 0.7%  

Goldman Sachs Financial Square Government Fund —  Institutional Shares

 

2,762,001      0.845    $ 2,762,001  
(Cost $2,762,001)  

 

 
TOTAL INVESTMENTS – 98.5%  
(Cost $344,057,119)      $ 389,212,067  

 

 

OTHER ASSETS IN EXCESS OF LIABILITIES – 1.5%

 

     6,063,127  

 

 
NET ASSETS – 100.0%      $ 395,275,194  

 

 

 

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.
(b)   Represents an affiliated issuer.
(c)   Variable rate security. Interest rate or distribution rate disclosed is that which is in effect on June 30, 2017.

 

Investment Abbreviation:
REIT   —Real Estate Investment Trust

ADDITIONAL INVESTMENT INFORMATION

FUTURES CONTRACTS — At June 30, 2017, 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 2017      $ 4,962,845        $ (35,136

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statement of Assets and Liabilities

June 30, 2017 (Unaudited)

 

  
Assets:  

Investments in unaffiliated issuers, at value (cost $341,295,118)

   $ 386,450,066  

Investments in affiliated issuers, at value (cost $2,762,001)

     2,762,001  

Cash

     5,918,066  

Receivables:

  

Investments sold

     10,144,440  

Dividends

     255,162  

Reimbursement from investment adviser

     18,679  

Fund shares sold

     16,224  

Variation margin on certain derivative contracts

     1,846  

Other assets

     1,210  
Total assets      405,567,694  
  
  
Liabilities:    

Payables:

  

Investments purchased

     9,421,402  

Fund shares redeemed

     571,477  

Management fees

     189,461  

Distribution and Service fees and Transfer Agency fees

     29,224  

Accrued expenses

     80,936  
Total liabilities      10,292,500  
  
  
Net Assets:    

Paid-in capital

     318,630,468  

Undistributed net investment income

     2,342,822  

Accumulated net realized gain

     29,182,092  

Net unrealized gain

     45,119,812  
NET ASSETS    $ 395,275,194  

Net Assets:

  

Institutional

   $ 264,712,555  

Service

     130,562,639  

Total Net Assets

   $ 395,275,194  

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

  

Institutional

     13,548,545  

Service

     6,666,375  

Net asset value, offering and redemption price per share:

  

Institutional

     $19.54  

Service

     19.59  

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statement of Operations

For the Six Months Ended June 30, 2017 (Unaudited)

 

  
Investment income:  

Dividends — unaffiliated issuers (net of foreign taxes withheld of $5,210)

   $ 3,339,939  

Dividends — affiliated issuers

     8,511  

Securities lending income — affiliated issuer

     674  
Total investment income      3,349,124  
  
  
Expenses:    

Management fees

     1,203,029  

Distribution and Service fees — Service Shares

     158,073  

Professional fees

     40,642  

Transfer Agency fees(a)

     38,804  

Custody, accounting and administrative services

     33,608  

Printing and mailing costs

     30,657  

Trustee fees

     8,428  

Other

     6,428  
Total expenses      1,519,669  

Less — expense reductions

     (169,168
Net expenses      1,350,501  
NET INVESTMENT INCOME      1,998,623  
  
  
Realized and unrealized gain (loss):    

Net realized gain from:

  

Investments

     23,322,143  

Futures contracts

     394,576  

Net change in unrealized gain (loss) on:

  

Investments

     13,574,999  

Futures contracts

     (5,565
Net realized and unrealized gain      37,286,153  
NET INCREASE IN NET ASSETS RESULTING FROM OPERATIONS    $ 39,284,776  

(a) Institutional and Service Shares incurred Transfer Agency fees of $26,159 and $12,645, respectively.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Statements of Changes in Net Assets

 

     For the
Six Months Ended
June 30, 2017
(Unaudited)
     For the
Fiscal Year Ended
December 31, 2016
 
     
From operations:  

Net investment income

   $ 1,998,623      $ 4,419,244  

Net realized gain

     23,716,719        19,576,686  

Net change in unrealized gain

     13,569,434        13,561,997  
Net increase in net assets resulting from operations      39,284,776        37,557,927  
     
     
Distributions to shareholders:        

From net investment income

     

Institutional Shares

            (3,237,561

Service Shares

            (1,277,330

From net realized gains

     

Institutional Shares

            (8,734,468

Service Shares

            (4,117,588
Total distributions to shareholders             (17,366,947
     
     
From share transactions:        

Proceeds from sales of shares

     12,630,395        15,918,402  

Reinvestment of distributions

            17,366,947  

Cost of shares redeemed

     (32,591,993      (69,293,004
Net decrease in net assets resulting from share transactions      (19,961,598      (36,007,655
TOTAL INCREASE (DECREASE)      19,323,178        (15,816,675
     
     
Net assets:        

Beginning of period

     375,952,016        391,768,691  

End of period

   $ 395,275,194      $ 375,952,016  
Undistributed net investment income    $ 2,342,822      $ 344,199  

 

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


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)  

2017 - Institutional

  $ 17.65     $ 0.10     $ 1.79     $ 1.89     $     $     $     $ 19.54       10.71   $ 264,713       0.63 %(d)      0.70 %(d)      1.10 %(d)      97

2017 - Service

    17.71       0.08       1.80       1.88                         19.59       10.62       130,563       0.84 (d)      0.95 (d)      0.89 (d)      97  
                           
   
FOR THE FISCAL YEARS ENDED DECEMBER 31,  

2016 - Institutional

    16.71       0.22       1.58       1.80       (0.23     (0.63     (0.86     17.65       10.70       255,565       0.64       0.70       1.25       204  

2016 - Service

    16.77       0.18       1.59       1.77       (0.20     (0.63     (0.83     17.71       10.44       120,387       0.85       0.95       1.04       204  

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  

 

(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.

 

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


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements

June 30, 2017 (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. LLC (formerly 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 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. Investment income is recorded net of any foreign withholding taxes, less any amounts reclaimable. The Fund may file withholding tax reclaims in certain jurisdictions to recover a portion of amounts previously withheld. 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.

 

14


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

2.    SIGNIFICANT ACCOUNTING POLICIES (continued)

 

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, if any, 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.

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS

U.S. GAAP defines the fair value of a financial instrument as 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); the Fund’s policy is to use the market approach. 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.

 

15


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (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. 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 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 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. For financial reporting purposes, cash collateral that has been pledged to cover obligations of the Fund and cash collateral received, 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.

 

16


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

3.    INVESTMENTS AND FAIR VALUE MEASUREMENTS (continued)

 

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, 2017:

 

Investment Type      Level 1        Level 2        Level 3  
Assets               
Common Stock(a)               

Europe

     $ 1,385,843        $        $  

North America

       385,064,223                    
Investment Company        2,762,001                    
Total      $ 389,212,067        $        $  
              
Derivative Type                              
Liability(b)               
Futures Contracts      $ (35,136      $        $  

 

(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 the table.
(b) Amount shown represents unrealized gain (loss) at period end.

4.    INVESTMENTS IN DERIVATIVES

 

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

The following table sets forth, by certain risk types, the gross value of derivative contracts as of June 30, 2017. 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(a)  
Equity          $     Variation margin on certain derivative contracts   $ (35,136

 

(a) Includes unrealized gain (loss) on futures contracts described in the Additional Investment Information section of the Schedule of Investments. Only the variation margin as of June 30, 2017 is reported within the Statement of Assets and Liabilities.

 

17


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

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, 2017. 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   $394,576   $ (5,565   41

 

(a) Average number of contracts is based on the average of month end balances for the six months ended June 30, 2017.

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, 2017, 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  
0.62%   0.59%   0.56%   0.55%   0.54%   0.62%   0.60*

 

^ 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 28, 2018, and prior to such date GSAM may not terminate the arrangement without approval of the Trustees. For the six months ended June 30, 2017, GSAM waived $27,762 of its management fee.

The Fund invests in 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, 2017, GSAM waived $2,228 of the Fund’s management fee.

 

18


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

5.    AGREEMENTS AND AFFILIATED TRANSACTIONS (continued)

 

B.  Distribution and/or Service (12b-1) Plan — The Trust, on behalf of Service Shares of the Fund, has adopted a Distribution and Service Plan subject to Rule 12b-1 under the Act. Under the Distribution and Service 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. For the six months ended June 30, 2017 for the Fund, Goldman Sachs agreed to waive distribution and service fees so as not to exceed an annual rate of 0.21% of average daily net assets of the Fund. This distribution and service fee waiver will remain in place through at least April 28, 2018, 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, 2017, Goldman Sachs waived $25,292 in distribution and service fees for the Fund’s 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 28, 2018, and prior to such date GSAM may not terminate the arrangement without the approval of the Trustees. For the six months ended June 30, 2017, GSAM reimbursed $111,995 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” limitation described above. For the six months ended June 30, 2017, custody fee credits were $1,891.

E.  Line of Credit Facility — As of June 30, 2017, 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. 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, 2017, 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, 2017:

 

Market Value

12/31/2016

   

Purchases

at Cost

   

Proceeds

from Sales

    Market Value
6/30/2017
   

Dividend

Income

 
$ 1,470,057     $ 26,315,085     $ (25,023,141   $ 2,762,001     $ 8,511  

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, 2017, were $369,563,293 and $388,907,808, respectively.

 

19


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

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 Government Fund (“Government Money Market Fund”), an affiliated series of the Trust. The Government 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 a management fee of up to 0.205% on an annualized basis of the average daily net assets of the Government 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 GSAL is unable to purchase replacement securities, GSAL will indemnify the Fund by paying the Fund an amount equal to the market value of the securities loaned minus the value of cash collateral received from the borrower for the loan, subject to an exclusion for any shortfalls resulting from a loss of value in such cash collateral due to reinvestment risk. The amounts of the Fund’s overnight and continuous agreements represent the gross amounts of recognized liabilities for securities lending transactions outstanding as of June 30, 2017 are disclosed as “Payable upon return of securities loaned” on the Statement of Assets and Liabilities.

Both the Fund and GSAL received compensation relating to the lending of the Fund’s securities. The amounts earned, if any, by the Fund for the six months ended June 30, 2017, 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, 2017

   
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 6/30/17
$75   $—   $—

The following table provides information about the Fund’s investment in the Government Money Market Fund for the six months ended June 30, 2017:

 

Market Value

12/31/16

 

Purchases

at Cost

 

Proceeds

from Sales

 

Market Value

6/30/17

$—   $2,564,175   $(2,564,175)   $—

 

20


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

8.    TAX INFORMATION

 

As of the Fund’s most recent fiscal year end, December 31, 2016, the Fund’s timing differences, on a tax-basis were as follows:

 

Timing differences (Deferred REIT Disbutions)

   $ 12,659  

As of June 30, 2017, the Fund’s aggregate security unrealized gains and losses based on cost for U.S. federal income tax purposes were as follows:

 

Tax cost    $ 345,336,928  
Gross unrealized gain      48,301,016  
Gross unrealized loss      (4,425,877
Net unrealized security gain    $ 43,875,139  

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 — The Fund’s use of derivatives may result in loss. Derivative instruments, which may pose risks in addition to and greater than those associated with investing directly in securities, currencies or other instruments, may be illiquid or less liquid, volatile, 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. The use of derivatives is a highly specialized activity that involves investment techniques and risks different from those associated with investments in more traditional securities and instruments. Losses from 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 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 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.

 

21


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Notes to Financial Statements (continued)

June 30, 2017 (Unaudited)

 

9.    OTHER RISKS (continued)

 

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.

11.    SUBSEQUENT EVENTS

Subsequent events after the Statement of Assets and Liabilities date have been evaluated and 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, 2017
(Unaudited)
    For the Fiscal Year Ended
December 31, 2016
 
      Shares     Dollars     Shares     Dollars  
Institutional Shares         
Shares sold      242,373     $ 4,457,121       316,144     $ 5,403,266  
Reinvestment of distributions                  671,831       11,972,029  
Shares redeemed      (1,170,617     (21,939,238     (2,619,254     (44,715,813
       (928,244     (17,482,117     (1,631,279     (27,340,518
Service Shares         
Shares sold      434,606       8,173,274       615,221       10,515,136  
Reinvestment of distributions                  301,729       5,394,918  
Shares redeemed      (564,173     (10,652,755     (1,427,118     (24,577,191
       (129,567     (2,479,481     (510,168     (8,667,137
NET DECREASE      (1,057,811   $ (19,961,598     (2,141,447   $ (36,007,655

 

22


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

Fund Expenses — Six Month Period Ended June 30, 2017  (Unaudited)

As a shareholder of Institutional or Service Shares of the Fund, you incur ongoing costs, including management fees, distribution and/or 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, 2017 through June 30, 2017, which represents a period of 181 days of a 365 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
01/01/17
    Ending
Account Value
06/30/17
    Expenses Paid
for the
6 Months
Ended
06/30/17
*
 
Institutional        
Actual   $ 1,000     $ 1,107.10     $ 3.29  
Hypothetical 5% return     1,000       1,021.67     3.16  
Service        
Actual     1,000       1,106.20       4.39  
Hypothetical 5% return     1,000       1,020.63     4.21  

 

  * 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, 2017. 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 0.63% and 0.84% 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, 2018 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 14-15, 2017 (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 four 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 information on 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 levels 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 undertakings of the Investment Adviser and its affiliates to implement fee waivers and/or expense limitations;
  (h)   information relating to the profitability of the Management Agreement and the transfer agency and distribution and service arrangements of the Fund 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 U.S. 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 administrative 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, 2016, and updated performance information prepared by the Investment Adviser using the peer group identified by the Outside Data Provider as of March 31, 2017. 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

 

25


GOLDMAN SACHS VARIABLE INSURANCE TRUST U.S. EQUITY INSIGHTS FUND

 

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

 

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. 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-, five-, and ten-year periods, and had outperformed the Fund’s benchmark index for the one- and five-year periods and underperformed for the three- and ten-year periods ended March 31, 2017.

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 data 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 implement fee waivers and/or expense limitations. 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 Fund’s contribution to the Investment Adviser’s revenues and pre-tax profit margins. 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 that the internal audit group was satisfied with the reasonableness, consistency, and accuracy of the Investment Adviser’s expense allocation methodology and profitability analysis calculations. Profitability data for the Fund were provided for 2016 and 2015, and the Trustees considered this information in relation to the Investment Adviser’s overall profitability.

 

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 undertakings to waive a portion of its management fee and to limit certain expenses of the Fund that exceed a specified level as well as Goldman Sachs & Co. LLC’s (“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, 2018.

 

28


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

GOLDMAN SACHS & CO. LLC

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, 2017 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 the 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 the Fund and may be obtained from your authorized dealer or from Goldman Sachs & Co. LLC by calling 1-800-621-2550.

THIS MATERIAL IS FOR INFORMATIONAL PURPOSES ONLY AND IS PROVIDED SOLELY ON THE BASIS THAT IT WILL NOT CONSTITUTE INVESTMENT OR OTHER ADVICE OR A RECOMMENDATION RELATING TO ANY PERSON’S OR PLAN’S INVESTMENT OR OTHER DECISIONS, AND GOLDMAN SACHS IS NOT A FIDUCIARY OR ADVISOR WITH RESPECT TO ANY PERSON OR PLAN BY REASON OF PROVIDING THE MATERIAL OR CONTENT HEREIN INCLUDING UNDER THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974 OR DEPARTMENT OF LABOR REGULATIONS. PLAN SPONSORS AND OTHER FIDUCIARIES SHOULD CONSIDER THEIR OWN CIRCUMSTANCES IN ASSESSING ANY POTENTIAL COURSE OF ACTION.

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.

© 2017 Goldman Sachs. All rights reserved.

VITUSSAR-17/101232-TMPL-08/2017-587127/7.8k


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.

 

     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 24, 2017

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 24, 2017

/s/ Scott McHugh

By: Scott McHugh

Principal Financial Officer of

Goldman Sachs Variable Insurance Trust

Date: August 24, 2017