N-CSR 1 d669153dncsr.htm N-CSR N-CSR
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM N-CSR

 

 

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-23148

 

 

Guardian Variable Products Trust

(Exact name of registrant as specified in charter)

 

 

7 Hanover Square New York, N.Y. 10004

(Address of principal executive offices) (Zip code)

 

 

Gordon Dinsmore

President

Guardian Variable Products Trust

7 Hanover Square

New York, N.Y. 10004

(Name and address of agent for service)

 

 

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

Date of fiscal year end: December 31

Date of reporting period: December 31, 2018

 

 

 


Table of Contents

Item 1. Reports to Stockholders.

 


Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian Large Cap Fundamental Growth VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.


 

LOGO

 

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


Table of Contents

TABLE OF CONTENTS

 

Guardian Large Cap Fundamental Growth VIP Fund

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

FUND COMMENTARY OF CLEARBRIDGE INVESTMENTS LLC, SUB-ADVISER

Highlights

 

  Guardian Large Cap Fundamental Growth VIP Fund (the “Fund”) returned -1.81%, underperforming its benchmark, the Russell 1000® Growth Index1 (the “Index”), for the 12 months ended December 31, 2018. The Fund’s underperformance relative to the Index was primarily due to stock selection in the information technology sector.

 

  The Index delivered a -1.51% return for the period. This performance was largely due to strength in the consumer discretionary, information technology and health care sectors but was offset by weakness in the energy, communication services and industrials sectors, especially late in the period.

Market Overview

Stocks suffered losses for the 12 months ended December 31, 2018, with the Index declining 1.51%. Volatility rose sharply in the fourth quarter, sending U.S. equities to broad losses as investors fretted over risks related to slowing global growth, rising interest rates and stumbles by some of the market’s largest companies. The Standard & Poor’s 500® Index2 suffered its second-worst December on record (-9.03%) to finish down 13.52% for the fourth quarter and register its first annual loss (-4.38%) since the global financial crisis. The Index fell 15.89% for the quarter, but still outperformed its value counterpart, the Russell 1000® Value Index,3 by 676 basis points for the year. Momentum among the largest growth companies in the market weakened as the year progressed, yet the information technology and consumer discretionary sectors were the leading performers for the year. Health care stocks held their own during the year, finishing as one of just four sectors

with gains for the year. The energy sector was a headwind to performance as lower demand from slowing global growth and oversupply from U.S. shale drillers, Saudi Arabia, and Russia contributed to a more than 21% decline in crude oil prices. Market action late in 2018 also reflects a return to normalized valuations and earnings growth rates as monetary and fiscal stimulus measures are simultaneously removed from the economy.

Portfolio Review

Stock selection in the information technology, consumer discretionary and materials sectors and an underweight to the industrials sector contributed to relative performance. On the negative side, stock selection in the health care, financials and real estate sectors, as well as an overweight to energy negatively impacted relative returns.

Outlook

Many of the tailwinds that have driven equities higher through the long-running bull market are turning into headwinds, in our view. In this generally less advantageous environment, we believe it is essential to be much more selective in choosing companies to own for the long term. From a portfolio standpoint, we believe the Fund remains positioned for positive GDP growth but at a slower pace than the 3.4% rate in the third quarter. We have been opportunistically repositioning the Fund over the last 12 months, and seeking companies and industries that we believe are capable of generating visible and durable growth, and that we consider more insulated from macro risks than the general market.

 

 

1

The Index is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1.000 largest U.S. companies based on total market capitalization) with higher price-to-book ratios and higher forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

2

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

 

3

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

 

    1


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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

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

 

2    


Table of Contents

GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $223,264,250   

 

 

Sector Allocation1

As of December 31, 2018

LOGO

 

   

Top Ten Holdings2

As of December 31, 2018

         
   
Holding      % of Total
Net Assets
 
Amazon.com, Inc.        6.07%  
Microsoft Corp.        4.48%  
Visa, Inc., Class A        3.57%  
Facebook, Inc., Class A        3.52%  
Alphabet, Inc., Class C        3.20%  
UnitedHealth Group, Inc.        3.18%  
Adobe, Inc.        2.77%  
Apple, Inc.        2.30%  
Zoetis, Inc.        2.27%  
WW Grainger, Inc.        2.24%  
Total        33.60%  

 

1

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

2

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


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GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian Large Cap Fundamental Growth VIP Fund     9/1/2016       -1.81%                   10.07%  
Russell 1000® Growth Index             -1.51%                   11.84%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Large Cap Fundamental Growth VIP Fund and the Russell 1000® Growth Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

4    


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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning
Account Value

7/1/18

  Ending
Account Value
12/31/18
   

Expenses Paid

During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $ 1,000.00   $ 932.20     $ 4.87       1.00%  
Based on Hypothetical Return (5% Return Before Expenses)   $ 1,000.00   $ 1,020.16     $ 5.09       1.00%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

    5


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SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

December 31, 2018    Shares      Value  
Common Stocks – 98.2%

 

 
Air Freight & Logistics – 1.5%

 

   

United Parcel Service, Inc., Class B

     34,350      $ 3,350,156  
       

 

 

 
   
         3,350,156  
Beverages – 3.1%

 

   

Anheuser-Busch InBev S.A., ADR

     56,320        3,706,419  
   

The Coca-Cola Co.

     69,200        3,276,620  
       

 

 

 
   
         6,983,039  
Biotechnology – 7.5%

 

   

Alexion Pharmaceuticals, Inc.(1)

     32,310        3,145,702  
   

Biogen, Inc.(1)

     15,500        4,664,260  
   

BioMarin Pharmaceutical, Inc.(1)

     27,320        2,326,298  
   

Celgene Corp.(1)

     58,040        3,719,783  
   

Regeneron Pharmaceuticals, Inc.(1)

     7,670        2,864,745  
       

 

 

 
   
         16,720,788  
Capital Markets – 3.6%

 

   

BlackRock, Inc.

     10,040        3,943,913  
   

The Charles Schwab Corp.

     97,020        4,029,240  
       

 

 

 
   
         7,973,153  
Chemicals – 3.6%

 

   

Ecolab, Inc.

     29,860        4,399,871  
   

Linde PLC

     23,420        3,654,457  
       

 

 

 
   
         8,054,328  
Consumer Finance – 1.7%

 

   

American Express Co.

     38,800        3,698,416  
       

 

 

 
   
         3,698,416  
Energy Equipment & Services – 0.9%

 

   

Schlumberger Ltd.

     58,200        2,099,856  
       

 

 

 
   
         2,099,856  
Entertainment – 2.2%

 

   

The Walt Disney Co.

     45,020        4,936,443  
       

 

 

 
   
         4,936,443  
Equity Real Estate Investment – 1.7%

 

   

Equinix, Inc. REIT

     10,440        3,680,726  
       

 

 

 
   
         3,680,726  
Food & Staples Retailing – 1.7%

 

   

Costco Wholesale Corp.

     18,310        3,729,930  
       

 

 

 
   
         3,729,930  
Food Products – 1.0%

 

   

McCormick & Co., Inc.

     15,643        2,178,131  
       

 

 

 
   
         2,178,131  
Health Care Providers & Services – 3.2%

 

   

UnitedHealth Group, Inc.

     28,510        7,102,411  
       

 

 

 
   
         7,102,411  
Hotels, Restaurants & Leisure – 3.0%

 

   

Chipotle Mexican Grill, Inc.(1)

     6,640        2,867,086  
   

Yum China Holdings, Inc.

     111,250        3,730,212  
       

 

 

 
   
         6,597,298  
December 31, 2018    Shares      Value  
 
Industrial Conglomerates – 1.9%

 

   

Honeywell International, Inc.

     32,650      $ 4,313,718  
       

 

 

 
   
         4,313,718  
Interactive Media & Services – 8.0%

 

   

Alphabet, Inc., Class A(1)

     2,755        2,878,865  
   

Alphabet, Inc., Class C(1)

     6,906        7,151,922  
   

Facebook, Inc., Class A(1)

     60,020        7,868,022  
       

 

 

 
   
         17,898,809  
Internet & Direct Marketing Retail – 7.2%

 

   

Alibaba Group Holding Ltd., ADR(1)

     17,910        2,454,924  
   

Amazon.com, Inc.(1)

     9,022        13,550,773  
       

 

 

 
   
         16,005,697  
IT Services – 7.5%

 

   

Akamai Technologies, Inc.(1)

     69,910        4,270,103  
   

PayPal Holdings, Inc.(1)

     54,800        4,608,132  
   

Visa, Inc., Class A

     60,420        7,971,815  
       

 

 

 
   
         16,850,050  
Life Sciences Tools & Services – 2.2%

 

   

Thermo Fisher Scientific, Inc.

     21,830        4,885,336  
       

 

 

 
   
         4,885,336  
Machinery – 1.3%

 

   

Caterpillar, Inc.

     23,270        2,956,919  
       

 

 

 
   
         2,956,919  
Media – 2.0%

 

   

Comcast Corp., Class A

     131,010        4,460,891  
       

 

 

 
   
         4,460,891  
Oil, Gas & Consumable Fuels – 0.8%

 

   

Pioneer Natural Resources Co.

     14,305        1,881,394  
       

 

 

 
   
         1,881,394  
Pharmaceuticals – 3.7%

 

   

Johnson & Johnson

     25,090        3,237,864  
   

Zoetis, Inc.

     59,250        5,068,245  
       

 

 

 
   
         8,306,109  
Professional Services – 1.3%

 

   

IHS Markit Ltd.(1)

     60,857        2,919,310  
       

 

 

 
   
         2,919,310  
Semiconductors & Semiconductor Equipment – 4.2%

 

   

NVIDIA Corp.

     11,920        1,591,320  
   

QUALCOMM, Inc.

     70,980        4,039,472  
   

Texas Instruments, Inc.

     39,370        3,720,465  
       

 

 

 
   
         9,351,257  
Software – 16.9%

 

   

Adobe, Inc.(1)

     27,290        6,174,090  
   

Microsoft Corp.

     98,430        9,997,535  
   

Nutanix, Inc., Class A(1)

     58,410        2,429,272  
   

Oracle Corp.

     105,910        4,781,836  
   

Palo Alto Networks, Inc.(1)

     20,040        3,774,534  
   

Red Hat, Inc.(1)

     24,320        4,271,565  
   

Splunk, Inc.(1)

     36,150        3,790,328  
   

VMware, Inc., Class A

     18,440        2,528,677  
       

 

 

 
   
         37,747,837  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

December 31, 2018    Shares      Value  
 
Specialty Retail – 2.0%

 

   

The Home Depot, Inc.

     25,520      $ 4,384,846  
       

 

 

 
   
         4,384,846  
Technology Hardware, Storage & Peripherals – 2.3%

 

   

Apple, Inc.

     32,590        5,140,747  
       

 

 

 
   
         5,140,747  
Trading Companies & Distributors – 2.2%

 

   

WW Grainger, Inc.

     17,700        4,997,772  
       

 

 

 
   
         4,997,772  
   
Total Common Stocks
(Cost $225,939,229)

 

     219,205,367  
     
      Principal
Amount
     Value  
Short–Term Investment – 1.8%

 

 
Repurchase Agreements – 1.8%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $4,068,113, due 1/2/2019(2)

   $     4,068,000        4,068,000  
   
Total Repurchase Agreements
(Cost $4,068,000)

 

     4,068,000  
   
Total Investments – 100.0%
(Cost $230,007,229)

 

     223,273,367  
   
Liabilities in excess of other assets – (0.0)%

 

     (9,117
   
Total Net Assets – 100.0%

 

   $ 223,264,250  

 

(1) 

Non–income–producing security.

(2) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 4,045,000     $ 4,150,583  

Legend:

ADR — American Depositary Receipt

REIT — Real Estate Investment Trust

 

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                      Valuation Inputs                                          
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 219,205,367        $        $        $ 219,205,367  
Repurchase Agreements                 4,068,000                   4,068,000  
Total      $     219,205,367        $     4,068,000        $     —        $     223,273,367  

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $ 223,273,367  
   

Cash

    196,568  
   

Dividends/interest receivable

    128,759  
   

Foreign tax reclaims receivable

    22,739  
   

Reimbursement receivable from adviser

    10,424  
   

Prepaid expenses

    17,490  
   

 

 

 
   

Total Assets

    223,649,347  
   

 

 

 
   

Liabilities

   
   

Payable for fund shares redeemed

    166,488  
   

Investment advisory fees payable

    115,538  
   

Distribution fees payable

    48,812  
   

Accrued audit fees

    15,000  
   

Accrued custodian and accounting fees

    7,170  
   

Accrued trustees’ and officers’ fees

    3,397  
   

Accrued expenses and other liabilities

    28,692  
   

 

 

 
   

Total Liabilities

    385,097  
   

 

 

 
   

Total Net Assets

  $ 223,264,250  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 221,501,523  
   

Distributable earnings

    1,762,727  
   

 

 

 
   

Total Net Assets

  $ 223,264,250  
   

 

 

 
   

Investments, at Cost

  $ 230,007,229  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with No Par Value

    17,843,644  
   

Net Asset Value Per Share

    $12.51  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $ 2,402,720  
   

Interest

    16,326  
   

Withholding taxes on foreign dividends

    (22,850
   

 

 

 
   

Total Investment Income

    2,396,196  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    1,124,272  
   

Distribution fees

    476,407  
   

Trustees’ and officers’ fees

    109,261  
   

Professional fees

    70,419  
   

Custodian and accounting fees

    47,424  
   

Administrative fees

    44,750  
   

Shareholder reports

    19,746  
   

Transfer agent fees

    18,733  
   

Other expenses

    28,408  
   

 

 

 
   

Total Expenses

    1,939,420  
   

Less: Fees waived

    (48,706
   

 

 

 
   

Net expenses before Adviser recoupment

    1,890,714  
   

Expenses recouped by Adviser

    14,914  
   

 

 

 
   

Total Expenses, Net

    1,905,628  
   

 

 

 
   

Net Investment Income/(Loss)

    490,568  
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    6,619,884  
   

Net change in unrealized appreciation/(depreciation) on investments

    (8,867,885
   

 

 

 
   

Net Loss on Investments

    (2,248,001
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $ (1,757,433
   

 

 

 
         
 

 

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


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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

Statements of Changes in Net Assets

                   
   
        For the
Year Ended
12/31/18
       For the
Year Ended
12/31/17
 
       

 

 

Operations

           
   

Net investment income/(loss)

     $ 490,568        $ 13,841  
   

Net realized gain/(loss) from investments

       6,619,884          1,368,660  
   

Net change in unrealized appreciation/(depreciation) on investments

       (8,867,885        2,012,222  
      

 

 

      

 

 

 
   

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

       (1,757,433        3,394,723  
      

 

 

      

 

 

 
   

Capital Share Transactions

           
   

Proceeds from sales of shares

       246,910,584          5,559,941  
   

Cost of shares redeemed

       (33,834,722        (6,787,106
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       213,075,862          (1,227,165
      

 

 

      

 

 

 
   

Net Increase in Net Assets

       211,318,429          2,167,558  
      

 

 

      

 

 

 
   

Net Assets

           
   

Beginning of year

       11,945,821          9,778,263  
      

 

 

      

 

 

 
   

End of year

     $ 223,264,250        $ 11,945,821  
      

 

 

      

 

 

 
   

Other Information:

           
   

Shares

           
   

Sold

       19,371,482          518,039  
   

Redeemed

       (2,465,268        (540,548
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       16,906,214          (22,509
      

 

 

      

 

 

 
                       

 

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


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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

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

 

Financial Highlights

                                             
      Per Share Operating Performance         
      Net Asset Value,
Beginning of
Period
     Net Investment
Income(1)
    

Net Realized
and Unrealized
Gain/(Loss)

    Total
Operations
    Net Asset
Value, End of
Period
    

Total

Return(2)

 
 

Year Ended 12/31/18

   $ 12.74      $ 0.03      $ (0.26   $ (0.23   $ 12.51        (1.81)
 

Year Ended 12/31/17

     10.19        0.01        2.54       2.55       12.74        25.02
 

Period Ended 12/31/16(4)

     10.00        0.01        0.18       0.19       10.19        1.90 %(5) 

 

 

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


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FINANCIAL INFORMATION — GUARDIAN LARGE CAP FUNDAMENTAL GROWTH VIP FUND

 

 

 

    

    

                                    
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment Income
to Average
Net Assets(3)
    Gross Ratio of Net
Investment Income/(Loss)
to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 223,264       1.00%       1.02%       0.26%       0.24     33%  
 
  11,946       1.00%       1.95%       0.09%       (0.86)     51%  
 
  9,778       1.00% (5)       3.08% (5)       0.26% (5)       (1.82) %(5)      4% (5)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

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

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


Table of Contents

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

 

December 31, 2018

1. Organization

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

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

The Fund seeks long-term growth of capital.

2. Significant Accounting Policies

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

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

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

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

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

 

 

12    


Table of Contents

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

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2018, the Fund did not hold any derivatives.

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or

 

 

    13


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

 

sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

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

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

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

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the

ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

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

3. Transactions with Affiliates

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

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.01% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 1.00%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $48,706.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. Amounts waived or

 

 

14    


Table of Contents

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

 

reimbursed by Park Avenue pursuant to any expense limitation after April 9, 2018 will not be subject to Park Avenue’s recoupment rights. During the year ended December 31, 2018, Park Avenue recouped previous waived or reimbursed expenses in the amount of $14,914. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
    

Potential Recoupment Amounts

Expiring

 

Total Potential

Recoupment

Amounts

  2021     2020     2019  
$238,998   $ 47,223     $ 146,810     $ 44,965  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $476,407 to PAS.

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

4. Federal Income Taxes

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

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $269,290,238 and $59,285,075, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked

 

 

    15


Table of Contents

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

 

to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are

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

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

16    


Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of

Guardian Large Cap Fundamental Growth VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Large Cap Fundamental Growth VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

    17


Table of Contents

SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the

Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the

 

 

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Sub-advisers; (ii) the investment performance of the Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also

considered, among other things, the range of investment advisory services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

 

 

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In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research VIP Fund (2nd), Guardian Growth & Income VIP Fund

(2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets

 

 

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and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract investment options, and (ii) increased dividends-received deductions due to the Funds’ status under the

tax laws as disregarded entities. In addition, the Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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Trustees and Officers Information Table

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

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen
by Trustees***

   Other Directorships
Held by Trustee
Independent Trustees
   

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013– 2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013– 2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011); Deputy Global General Counsel, Barclays Global Investors (2006–2009); Managing Director, Barclays Global Investors (1998–2006).    16    None.
   

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   

Lisa K. Polsky

(born 1956)

   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   

John Walters

(born 1962)

   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds
in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Interested Trustees
   
Gordon Dinsmore**
(born 1952)
   Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   
Marc Costantini**
(born 1969)
   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014– 2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

 

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

 

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

 

Member of the Audit Committee of the Trust.

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

 

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

Gordon Dinsmore

(born 1952)

   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   

John H. Walter

(born 1962)

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

Harris Oliner

(born 1971)

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

Richard T. Potter

(born 1954)

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

Philip Stack

(born 1964)

   Chief Compliance Officer
(Since September 2017)
   Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   

James R. Anderson

(born 1963)

   Anti-Money Laundering Officer
(Since November 2017)
   Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   

Kathleen M. Moynihan

(born 1966)

   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   

Maria Nydia Morrison

(born 1958)

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

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

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

Sonya L. Crosswell

(born 1977)

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

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

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

 

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

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Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian Large Cap Disciplined Growth VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.



 

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


Table of Contents

TABLE OF CONTENTS

 

Guardian Large Cap Disciplined Growth VIP Fund

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

FUND COMMENTARY OF WELLINGTON MANAGEMENT COMPANY LLP, SUB-ADVISER

Highlights

 

  Guardian Large Cap Disciplined Growth VIP Fund (the “Fund”) returned -1.18% for the 12 months ended December 31, 2018, outperforming its benchmark, the Russell 1000® Growth Index1 (the “Index”). The Fund’s relative outperformance was primarily due to security selection in the information technology and communication services sectors.

 

  The Index returned -1.51% for the period. Within the Index, the energy, communication services, and materials sectors declined the most during the period.

Market Overview

U.S. equities, as measured by the Standard & Poor’s 500® Index2, posted negative results over the 12 months ended December 31, 2018. The U.S. Federal Reserve raised its benchmark interest rate by 25 basis points four times during 2018, in line with market expectations, albeit signaling a more dovish path heading into 2019. Bullish sentiment was exceptionally strong to start 2018, as better-than-expected corporate profits helped drive U.S. equities higher. Signs of inflation entered the market in February and led to heightened levels of volatility, a theme that continued for the remainder of the period. By the summer of 2018, talk of tariffs and trade wars had progressed to implementation, raising concerns in an otherwise strong economy. Nonetheless, positive sentiment persisted, fueled by robust earnings growth, fiscal stimulus, the announcement of a preliminary trade deal between the U.S. and Mexico, and expectations for stronger U.S. economic growth relative to other regions of the world. This changed in the final months of 2018, when concerns surrounding slowing global growth, rich valuations, rising central bank benchmark interest rates, and capricious U.S. and China trade tensions were at the forefront of investors’ minds. Returns in October and December were sharply negative, with the latter representing the largest U.S. equity market monthly decline seen this decade, culminating the first year of negative U.S. equity returns since 2008.

Portfolio Review

Stock selection was the primary driver of relative outperformance during the period. Strong selection in information technology and communication services

was only partially offset by weak selection in financials, industrials, and health care. Sector allocation, a fall out of the Fund’s bottom-up stock selection process, aided relative results. The Fund’s underweight allocation to the materials sector relative to the Index contributed to relative performance during the period while its overweight to communication services detracted from results.

Outlook

We believe that the U.S. economy remained healthy at year end, although leading indicators are suggesting some moderation in growth later in 2019. With unemployment levels low and trending lower, we still believe risks to U.S. inflation are to the upside. Many companies are facing higher labor and material costs, creating some uncertainty around profitability. While we had fretted about the possibility of higher oil prices last quarter, given the prospect of Iran sanctions, the waivers granted by the Trump administration actually resulted in oversupply and declining crude prices. We expect the recent cuts will restore supply demand balance and allow oil prices to find a firmer footing in the coming months.

Trade continues to dominate the narrative. As the calendar year began, trade representatives started conversations in China. We are hopeful that a satisfactory agreement will be reached; however, some supply chain disruption and temporary pauses in capital investment cannot be ruled out. Brexit has re-emerged as another near-term uncertainty that we have to monitor. On the flip side, we believe the strong employment situation bodes well for the consumer and as of December 31, 2018, the U.S. government shutdown has had little economic impact.

We will be closely watching profitability trends this quarter, particularly in areas seeing inflationary pressures, to evaluate the ability for companies to pass on prices and still grow. Given the uncertainty of some of the aforementioned macro items, we do expect volatility to remain somewhat elevated despite recent declines in the market.

We remain consistent in adhering to our disciplined portfolio construction process that allows us to assess risk, weight individual positions accordingly, and in the process build a portfolio that focuses largely on stock selection.

 

 

1

The Russell 1000® Growth Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell 1000® Index (which consists of the 1.000 largest U.S. companies based on total market capitalization) with higher price-to-book ratios and higher forecasted growth values. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

2

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

 

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GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

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

 

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GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $181,144,223   

 

 

Sector Allocation1

As of December 31, 2018

LOGO

 

   

Top Ten Holdings2

As of December 31, 2018

      
   
Holding   % of Total
Net Assets
 
Amazon.com, Inc.     5.41%  
Microsoft Corp.     5.13%  
Apple, Inc.     5.00%  
Alphabet, Inc., Class A     4.80%  
MasterCard, Inc., Class A     2.98%  
UnitedHealth Group, Inc.     2.86%  
The Boeing Co.     2.79%  
NIKE, Inc., Class B     2.32%  
Alphabet, Inc., Class C     2.03%  
Facebook, Inc., Class A     2.03%  
Total     35.35%  

 

1

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

2

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

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GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian Large Cap Disciplined Growth VIP Fund     9/1/2016       -1.18%                   10.11%  
Russell 1000® Growth Index             -1.51%                   11.84%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Large Cap Disciplined Growth VIP Fund and the Russell 1000® Growth Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

4    


Table of Contents

UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning
Account Value

7/1/18

  Ending
Account Value
12/31/18
   

Expenses Paid

During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $1,000.00   $ 908.60     $ 4.19       0.87%  
Based on Hypothetical Return (5% Return Before Expenses)   $1,000.00   $ 1,020.82     $ 4.43       0.87%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

    5


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

December 31, 2018    Shares      Value  
Common Stocks – 98.8%

 

 
Aerospace & Defense – 2.8%

 

   

The Boeing Co.

     15,659      $     5,050,028  
       

 

 

 
   
                5,050,028  
Banks – 0.6%

 

   

SVB Financial Group(1)

     5,470        1,038,862  
       

 

 

 
   
                1,038,862  
Beverages – 1.8%

 

   

Constellation Brands, Inc., Class A

     7,735        1,243,943  
   

Monster Beverage Corp.(1)

     39,323        1,935,478  
       

 

 

 
   
                3,179,421  
Biotechnology – 2.7%

 

   

Biogen, Inc.(1)

     4,661        1,402,588  
   

Incyte Corp.(1)

     10,138        644,676  
   

Seattle Genetics, Inc.(1)

     19,992        1,132,747  
   

Vertex Pharmaceuticals, Inc.(1)

     10,182        1,687,259  
       

 

 

 
   
                4,867,270  
Building Products – 0.8%

 

   

Fortune Brands Home & Security, Inc.

     37,200        1,413,228  
       

 

 

 
   
                1,413,228  
Capital Markets – 2.5%

 

   

BlackRock, Inc.

     2,967        1,165,497  
   

Intercontinental Exchange, Inc.

     25,121        1,892,365  
   

MarketAxess Holdings, Inc.

     7,249        1,531,786  
       

 

 

 
   
                4,589,648  
Chemicals – 1.8%

 

   

PPG Industries, Inc.

     22,010        2,250,082  
   

The Sherwin-Williams Co.

     2,760        1,085,950  
       

 

 

 
   
                3,336,032  
Commercial Services & Supplies – 0.8%

 

   

Copart, Inc.(1)

     29,931        1,430,103  
       

 

 

 
   
                1,430,103  
Consumer Finance – 0.8%

 

   

Capital One Financial Corp.

     19,239        1,454,276  
       

 

 

 
   
                1,454,276  
Diversified Telecommunication Services – 1.5%

 

   

Verizon Communications, Inc.

     48,742        2,740,275  
       

 

 

 
   
                2,740,275  
Electrical Equipment – 1.6%

 

   

AMETEK, Inc.

     25,245        1,709,087  
   

Eaton Corp. PLC

     18,540        1,272,956  
       

 

 

 
   
                2,982,043  
Electronic Equipment, Instruments & Components – 0.8%

 

   

CDW Corp.

     18,821        1,525,442  
       

 

 

 
   
                1,525,442  
Entertainment – 1.0%

 

   

Netflix, Inc.(1)

     6,734        1,802,422  
       

 

 

 
   
                1,802,422  
Equity Real Estate Investment – 1.2%

 

   

American Tower Corp. REIT

     13,161        2,081,939  
       

 

 

 
   
                2,081,939  
December 31, 2018    Shares      Value  
 
Food & Staples Retailing – 1.6%

 

   

Costco Wholesale Corp.

     14,224      $ 2,897,571  
       

 

 

 
   
                2,897,571  
Health Care Equipment & Supplies – 4.8%

 

   

Baxter International, Inc.

     41,442        2,727,713  
   

Boston Scientific Corp.(1)

     62,258        2,200,198  
   

Edwards Lifesciences Corp.(1)

     11,631        1,781,520  
   

Teleflex, Inc.

     7,917        2,046,386  
       

 

 

 
   
                8,755,817  
Health Care Providers & Services – 2.9%

 

   

UnitedHealth Group, Inc.

     20,825        5,187,924  
       

 

 

 
   
                5,187,924  
Hotels, Restaurants & Leisure – 1.1%

 

   

Hilton Worldwide Holdings, Inc.

     28,247        2,028,135  
       

 

 

 
   
                2,028,135  
Household Products – 1.3%

 

   

Colgate-Palmolive Co.

     40,239        2,395,025  
       

 

 

 
   
                2,395,025  
Insurance – 0.8%

 

   

The Allstate Corp.

     18,369        1,517,831  
       

 

 

 
   
                1,517,831  
Interactive Media & Services – 8.9%

 

   

Alphabet, Inc., Class A(1)

     8,317        8,690,932  
   

Alphabet, Inc., Class C(1)

     3,550        3,676,416  
   

Facebook, Inc., Class A(1)

     27,983        3,668,291  
       

 

 

 
   
                16,035,639  
Internet & Direct Marketing Retail – 7.7%

 

   

Amazon.com, Inc.(1)

     6,528        9,804,860  
   

Booking Holdings, Inc.(1)

     1,733        2,984,954  
   

Wayfair, Inc., Class A(1)

     12,116        1,091,409  
       

 

 

 
   
                13,881,223  
IT Services – 9.5%

 

   

EPAM Systems, Inc.(1)

     12,509        1,451,169  
   

FleetCor Technologies, Inc.(1)

     13,391        2,486,976  
   

Global Payments, Inc.

     22,135        2,282,783  
   

GoDaddy, Inc., Class A(1)

     45,546        2,988,728  
   

MasterCard, Inc., Class A

     28,581        5,391,806  
   

PayPal Holdings, Inc.(1)

     30,254        2,544,059  
       

 

 

 
   
                17,145,521  
Life Sciences Tools & Services – 1.6%

 

   

Thermo Fisher Scientific, Inc.

     12,603        2,820,425  
       

 

 

 
   
                2,820,425  
Machinery – 3.9%

 

   

Gardner Denver Holdings, Inc.(1)

     34,417        703,828  
   

Illinois Tool Works, Inc.

     14,365        1,819,902  
   

Nordson Corp.

     14,161        1,690,115  
   

Snap-on, Inc.

     10,969        1,593,686  
   

The Middleby Corp.(1)

     11,533        1,184,785  
       

 

 

 
   
                6,992,316  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

December 31, 2018    Shares      Value  
Media – 0.8%

 

   

Comcast Corp., Class A

     43,907      $ 1,495,033  
       

 

 

 
   
                1,495,033  
Oil, Gas & Consumable Fuels – 0.6%

 

   

Continental Resources, Inc.(1)

     28,994        1,165,269  
       

 

 

 
   
                1,165,269  
Personal Products – 0.8%

 

   

The Estee Lauder Cos., Inc., Class A

     11,570        1,505,257  
       

 

 

 
   
                1,505,257  
Pharmaceuticals – 1.7%

 

   

Allergan PLC

     10,943        1,462,641  
   

Bristol-Myers Squibb Co.

     32,354        1,681,761  
       

 

 

 
   
                3,144,402  
Professional Services – 1.2%

 

   

Equifax, Inc.

     9,835        915,934  
   

IHS Markit Ltd.(1)

     26,493        1,270,869  
       

 

 

 
   
                2,186,803  
Road & Rail – 1.4%

 

   

JB Hunt Transport Services, Inc.

     10,364        964,267  
   

Norfolk Southern Corp.

     10,293        1,539,215  
       

 

 

 
   
                2,503,482  
Semiconductors & Semiconductor Equipment – 2.3%

 

   

Advanced Micro Devices, Inc.(1)

     91,254        1,684,549  
   

Micron Technology, Inc.(1)

     45,285        1,436,893  
   

ON Semiconductor Corp.(1)

     64,159        1,059,265  
       

 

 

 
   
                4,180,707  
Software – 13.4%

 

   

Adobe, Inc.(1)

     14,025        3,173,016  
   

Guidewire Software, Inc.(1)

     23,213        1,862,379  
   

Microsoft Corp.

     91,563        9,300,054  
   

salesforce.com, Inc.(1)

     26,020        3,563,959  
   

ServiceNow, Inc.(1)

     9,937        1,769,283  
   

SS&C Technologies Holdings, Inc.

     38,263        1,726,044  
   

Workday, Inc., Class A(1)

     18,053        2,882,703  
       

 

 

 
   
                24,277,438  
Specialty Retail – 1.4%

 

   

The TJX Cos., Inc.

     57,141        2,556,488  
       

 

 

 
   
                2,556,488  
December 31, 2018    Shares      Value  
Technology Hardware, Storage & Peripherals – 5.9%

 

   

Apple, Inc.

     57,430      $ 9,059,008  
   

NetApp, Inc.

     28,391        1,694,091  
       

 

 

 
   
                10,753,099  
Textiles, Apparel & Luxury Goods – 4.5%

 

   

NIKE, Inc., Class B

     56,796        4,210,856  
   

Under Armour, Inc., Class C(1)

     103,769        1,677,945  
   

VF Corp.

     30,792        2,196,701  
       

 

 

 
   
                8,085,502  
   
Total Common Stocks
(Cost $183,003,274)

 

     179,001,896  
Exchange–Traded Funds – 1.0%

 

   

iShares Russell 1000 Growth ETF

     13,919        1,822,136  
   
Total Exchange–Traded Funds
(Cost $1,918,614)

 

     1,822,136  
     
      Principal
Amount
     Value  
Short–Term Investment – 0.3%

 

 
Repurchase Agreements – 0.3%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $457,013, due 1/2/2019(2)

   $     457,000        457,000  
   
Total Repurchase Agreements
(Cost $457,000)

 

     457,000  
   
Total Investments – 100.1%
(Cost $185,378,888)

 

     181,281,032  
   
Liabilities in excess of other assets – (0.1)%

 

     (136,809
   
Total Net Assets – 100.0%

 

   $ 181,144,223  

 

(1) 

Non–income–producing security.

(2) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 455,000     $ 466,876  

Legend:

REIT — Real Estate Investment Trust

 

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                    Valuation Inputs                                        
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $     179,001,896        $        $        $ 179,001,896  
Exchange–Traded Funds        1,822,136                            1,822,136  
Repurchase Agreements                 457,000                   457,000  
Total      $ 180,824,032        $     457,000        $     —        $     181,281,032  

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $     181,281,032  
   

Cash

    578  
   

Dividends/interest receivable

    70,034  
   

Reimbursement receivable from adviser

    32,414  
   

Prepaid expenses

    14,705  
   

 

 

 
   

Total Assets

    181,398,763  
   

 

 

 
   

Liabilities

   
   

Investment advisory fees payable

    93,933  
   

Payable for fund shares redeemed

    69,897  
   

Distribution fees payable

    39,336  
   

Accrued audit fees

    15,000  
   

Accrued custodian and accounting fees

    7,713  
   

Accrued trustees’ and officers’ fees

    2,919  
   

Accrued expenses and other liabilities

    25,742  
   

 

 

 
   

Total Liabilities

    254,540  
   

 

 

 
   

Total Net Assets

  $ 181,144,223  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 179,092,297  
   

Distributable earnings

    2,051,926  
   

 

 

 
   

Total Net Assets

  $ 181,144,223  
   

 

 

 

Investments, at Cost

  $ 185,378,888  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with No Par Value

    14,469,840  
   

Net Asset Value Per Share

    $12.52  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $     1,299,493  
   

Interest

    5,944  
   

 

 

 
   

Total Investment Income

    1,305,437  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    942,157  
   

Distribution fees

    396,725  
   

Trustees’ and officers’ fees

    90,729  
   

Professional fees

    63,632  
   

Custodian and accounting fees

    51,126  
   

Administrative fees

    44,732  
   

Transfer agent fees

    16,735  
   

Shareholder reports

    14,608  
   

Other expenses

    23,814  
   

 

 

 
   

Total Expenses

    1,644,258  
   

Less: Fees waived

    (260,573
   

 

 

 
   

Total Expenses, Net

    1,383,685  
   

 

 

 
   

Net Investment Income/(Loss)

    (78,248
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    4,802,346  
   

Net change in unrealized appreciation/(depreciation) on investments

    (5,628,435
   

 

 

 
   

Net Loss on Investments

    (826,089
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $ (904,337
   

 

 

 
         
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

Statements of Changes in Net Assets

                   
   
        For the
Year Ended
12/31/18
       For the
Year Ended
12/31/17
 
       

 

 

Operations

           
   

Net investment income/(loss)

     $ (78,248      $ 33,229  
   

Net realized gain/(loss) from investments

       4,802,346          1,446,500  
   

Net change in unrealized appreciation/(depreciation) on investments

       (5,628,435        1,553,217  
      

 

 

      

 

 

 
   

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

       (904,337        3,032,946  
      

 

 

      

 

 

 
   

Capital Share Transactions

           
   

Proceeds from sales of shares

       215,934,389          3,969,855  
   

Cost of shares redeemed

       (42,406,621        (6,647,250
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       173,527,768          (2,677,395
      

 

 

      

 

 

 
   

Net Increase in Net Assets

       172,623,431          355,551  
      

 

 

      

 

 

 
   

Net Assets

           
   

Beginning of year

       8,520,792          8,165,241  
      

 

 

      

 

 

 
   

End of year

     $ 181,144,223        $ 8,520,792  
      

 

 

      

 

 

 
   

Other Information:

           
   

Shares

           
   

Sold

       16,846,940          375,170  
   

Redeemed

       (3,049,778        (531,565
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       13,797,162          (156,395
      

 

 

      

 

 

 
                       

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

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

 

Financial Highlights

                                      
      Per Share Operating Performance         
          
    
Net Asset Value,
Beginning of
Period
     Net Investment
Income/(Loss)(1)
    Net Realized
and Unrealized
Gain/(Loss)
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return(2)
 
 

Year Ended 12/31/18

   $ 12.67      $ (0.01   $ (0.14   $ (0.15   $ 12.52        (1.18)
 

Year Ended 12/31/17

     9.85        0.03       2.79       2.82       12.67        28.63
 

Period Ended 12/31/16(4)

     10.00        0.01       (0.16     (0.15     9.85        (1.50) %(5) 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED GROWTH VIP FUND

 

 

 
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment
Income/(Loss)
to Average
Net  Assets(3)
    Gross Ratio of Net
Investment Loss
to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 181,144       0.87%       1.04%       (0.05)%       (0.22)%       47%  
 
  8,521       1.00%       2.08%       0.27%       (0.81)%       77%  
 
  8,165       1.00% (5)       3.16% (5)       0.39% (5)       (1.77)% (5)       42% (5)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income/(Loss) to Average Net Assets include the effect of fee waivers and expense limitations.

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


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

 

December 31, 2018

1. Organization

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

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

The Fund seeks to maximize long-term growth.

2. Significant Accounting Policies

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

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

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

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

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

 

 

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

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

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

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2018, the Fund did not hold any derivatives.

 

 

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

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

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

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

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

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

3. Transactions with Affiliates

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

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.87% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 1.00%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $260,573.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in

 

 

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

 

effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. Amounts waived or reimbursed by Park Avenue pursuant to any expense limitation after April 9, 2018 will not be subject to Park Avenue’s recoupment rights. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
     Potential Recoupment Amounts
Expiring
 

Total Potential
Recoupment
Amounts

  2021     2020     2019  
$230,335   $ 38,387     $ 134,778     $ 57,170  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $396,725 to PAS.

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

4. Federal Income Taxes

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

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $243,637,287 and $70,460,993, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked

 

 

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

 

to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are

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

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of Guardian Large Cap Disciplined Growth VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Large Cap Disciplined Growth VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the

Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Sub-advisers; (ii) the investment performance of the Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also

considered, among other things, the range of investment advisory services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

 

 

 

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In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research

VIP Fund (2nd), Guardian Growth & Income VIP Fund (2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of

 

 

20    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract

investment options, and (ii) increased dividends-received deductions due to the Funds’ status under the tax laws as disregarded entities. In addition, the Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees and Officers Information Table

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

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Independent Trustees
   
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011); Deputy Global General Counsel, Barclays Global Investors (2006–2009); Managing Director, Barclays Global Investors (1998–2006).    16    None.
   
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   
John Walters
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

   Number of
Funds
in Fund
Complex
Overseen
by Trustees***
   Other Directorships
Held by Trustee
Interested Trustees
   
Gordon Dinsmore**
(born 1952)
   Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   
Marc Costantini**
(born 1969)
   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014– 2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

Member of the Audit Committee of the Trust.

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

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Gordon Dinsmore
(born 1952)
   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
   
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
   
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
   
Philip Stack
(born 1964)
   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   
James R. Anderson
(born 1963)
   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Sonya L. Crosswell
(born 1977)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

24    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

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

 

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

PUB8173


Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian Integrated Research VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.


 

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


Table of Contents

TABLE OF CONTENTS

 

Guardian Integrated Research VIP Fund

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN INTEGRATED RESEARCH VIP FUND

 

FUND COMMENTARY OF MASSACHUSETTS FINANCIAL SERVICES COMPANY, SUB-ADVISER

Highlights

 

  The Guardian Integrated Research VIP Fund (the “Fund”) returned -8.31% for the 12 months ended December 31, 2018, underperforming its benchmark, the Standard & Poor’s 500® Index1 (the “Index”). The Fund’s underperformance relative to the Index was primarily due to stock selection in the financials sector.

 

  The Index returned -4.38% for the year. The negative return can primarily be attributed to weak performance in the financials, communication services, industrials, energy and consumer staples sectors. To an extent, positive performance from information technology, health care and consumer discretionary stocks offset the weak performance.

Market Overview

During the 12 months ended December 31, 2018, the U.S. Federal Reserve raised interest rates by 100 basis points, bringing the total number of rate hikes to nine since the central bank began to normalize monetary policy in late 2015. Economic growth rates in the U.S., Eurozone and Japan remained above trend, despite a slowing in global growth, particularly toward the end of the period. Inflation remained contained, particularly outside the U.S. Late in the period, the European Central Bank halted its asset purchase program but issued forward guidance that it does not expect to raise interest rates at least until after the summer of 2019. The Bank of England (once) and the Bank of Canada (three times) each raised rates during the period. The European political backdrop became a bit more volatile late in the period, spurred by concerns over cohesion in the Eurozone after the election of an anti-establishment, Eurosceptic coalition government in Italy and widespread protests over stagnant wage growth in France.

Bond yields rose in the U.S. during most of the period, but remained low by historical standards and slipped from their highs late in the period, as market volatility increased. Yields in many developed markets fell. Outside of emerging markets, where spreads and currencies came under pressure, credit spreads remained quite tight until the end of the period, when

thinner liquidity, lower oil prices and concerns over high degrees of corporate leverage emerged. Growing concern over increasing global trade friction appeared to have weighed on business sentiment during the period’s second half, especially outside the U.S. Tighter financial conditions from rising U.S. rates and a strong dollar, combined with trade uncertainty, helped expose structural weaknesses in several emerging markets in the second half of the period.

Volatility increased at the end of the period, amid signs of slowing global economic growth and increasing trade tensions, which prompted a market setback shortly after U.S. markets set record highs in September. It was the second such equity market decline during the reporting period. The correction came despite a third consecutive quarter of strong growth in U.S. earnings per share. Strong earnings growth, combined with the market decline, brought U.S. equity valuations down from elevated levels earlier in the period, to multiples more in line with long-term averages. While the U.S. economy held up better than most, global economic growth became less synchronized during the period, with Europe and China showing signs of a slowdown and some emerging markets coming under stress.

Portfolio Review

Stock selection in the financials sector was a primary detractor from performance relative to the Index. Stock selection in both the health care and consumer discretionary sectors also negatively impacted relative results.

Strong stock selection in the industrials sector was a primary contributor to performance relative to the benchmark. Stock selection in the utilities sector also benefited relative returns. The Fund’s overweight holdings in pharmaceutical companies compared to the Index also boosted relative returns.

Outlook

Looking forward, in contrast to a year ago, we believe the macro environment today is much more daunting and fraught with many risks. U.S. leading economic indicators, while not yet signaling recession, continue to soften. The U.S. Federal Reserve is on track for two more rate increases in 2019; however, we also believe the market is pricing in fewer than that. Trade tensions

 

 

1

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

 

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GUARDIAN INTEGRATED RESEARCH VIP FUND

 

remain high with negotiations ongoing with Europe, Japan and most importantly, China. In our view, a new divided Congress needs to address the renegotiated NAFTA deal and, barring an impeachment focus, could potentially find bipartisan agreement on infrastructure, minimum wage and drug price legislation.

Given the near-term policy and trade risks, coupled with the weakening economic data and earnings outlook, we believe market leadership is likely to maintain a more

defensive profile. The shift from growth to value leadership is not uncommon in this advanced part of the cycle, as investors look to more defensive characteristics like lower-beta and higher-yielding stocks. We believe that employing a multi-factor quantitative model is important, as factors such as price momentum, earnings momentum, quality and valuation, can encounter transitory performance periods when a factor can be out of favor.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

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

 

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GUARDIAN INTEGRATED RESEARCH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $9,814,203   

 

 

Sector Allocation1

As of December 31, 2018

LOGO

 

 

Top Ten Holdings2

As of December 31, 2018

   
Holding   % of Total
Net Assets
 
Microsoft Corp.     5.06%  
Amazon.com, Inc.     3.61%  
Johnson & Johnson     3.09%  
Apple, Inc.     2.44%  
Bank of America Corp.     2.41%  
Cisco Systems, Inc.     2.34%  
Intel Corp.     2.32%  
The Boeing Co.     2.25%  
Comcast Corp., Class A     2.04%  
Medtronic PLC     2.03%  
Total     27.59%  

 

1

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

2

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

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GUARDIAN INTEGRATED RESEARCH VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian Integrated Research VIP Fund     9/1/2016       -8.31%                   5.22%  
Standard & Poor’s 500® Index             -4.38%                   8.51%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Integrated Research VIP Fund and the Standard & Poor’s 500® Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning
Account Value

7/1/18

 

Ending

Account Value
12/31/18

   

Expenses Paid

During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $1,000.00   $ 911.70     $ 4.63       0.96%  
Based on Hypothetical Return (5% Return Before Expenses)   $1,000.00   $ 1,020.37     $ 4.89       0.96%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

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SCHEDULE OF INVESTMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

December 31, 2018    Shares      Value  
Common Stocks – 99.1%

 

 
Aerospace & Defense – 2.2%

 

   

The Boeing Co.

     685      $     220,912  
       

 

 

 
   
                220,912  
Airlines – 1.1%

 

   

Delta Air Lines, Inc.

     2,241        111,826  
       

 

 

 
   
                111,826  
Auto Components – 1.2%

 

   

Lear Corp.

     950        116,717  
       

 

 

 
   
                116,717  
Banks – 5.9%

 

   

Bank of America Corp.

     9,599        236,520  
   

Citigroup, Inc.

     1,889        98,341  
   

JPMorgan Chase & Co.

     545        53,203  
   

Wells Fargo & Co.

     4,065        187,315  
       

 

 

 
   
                575,379  
Beverages – 2.6%

 

   

Molson Coors Brewing Co., Class B

     2,015        113,162  
   

PepsiCo, Inc.

     1,273        140,641  
       

 

 

 
   
                253,803  
Biotechnology – 2.3%

 

   

Biogen, Inc.(1)

     564        169,719  
   

Celgene Corp.(1)

     898        57,553  
       

 

 

 
   
                227,272  
Capital Markets – 1.7%

 

   

Morgan Stanley

     3,625        143,731  
   

The Goldman Sachs Group, Inc.

     130        21,717  
       

 

 

 
   
                165,448  
Chemicals – 2.1%

 

   

CF Industries Holdings, Inc.

     3,342        145,410  
   

Eastman Chemical Co.

     868        63,460  
       

 

 

 
   
                208,870  
Communications Equipment – 2.3%

 

   

Cisco Systems, Inc.

     5,303        229,779  
       

 

 

 
   
                229,779  
Consumer Finance – 2.0%

 

   

Discover Financial Services

     1,947        114,834  
   

Synchrony Financial

     3,314        77,746  
       

 

 

 
   
                192,580  
Diversified Financial Services – 0.7%

 

   

Berkshire Hathaway, Inc., Class B(1)

     331        67,584  
       

 

 

 
   
                67,584  
Diversified Telecommunication Services – 1.0%

 

   

CenturyLink, Inc.

     2,794        42,329  
   

Verizon Communications, Inc.

     947        53,240  
       

 

 

 
   
                95,569  
Electric Utilities – 1.8%

 

   

Exelon Corp.

     3,973        179,182  
       

 

 

 
   
                179,182  
December 31, 2018    Shares      Value  
Electrical Equipment – 1.4%

 

   

Eaton Corp. PLC

     1,983      $     136,153  
       

 

 

 
   
                136,153  
Entertainment – 1.2%

 

   

Electronic Arts, Inc.(1)

     1,469        115,919  
       

 

 

 
   
                115,919  
Equity Real Estate Investment – 3.8%

 

   

EPR Properties REIT

     734        46,998  
   

Life Storage, Inc. REIT

     755        70,208  
   

Simon Property Group, Inc. REIT

     929        156,063  
   

STORE Capital Corp. REIT

     3,611        102,227  
       

 

 

 
   
                375,496  
Food & Staples Retailing – 4.0%

 

   

Costco Wholesale Corp.

     750        152,782  
   

US Foods Holding Corp.(1)

     2,294        72,582  
   

Walgreens Boots Alliance, Inc.

     2,505        171,167  
       

 

 

 
   
                396,531  
Food Products – 0.5%

 

   

Tyson Foods, Inc., Class A

     1,002        53,507  
       

 

 

 
   
                53,507  
Health Care Equipment & Supplies – 2.3%

 

   

Boston Scientific Corp.(1)

     672        23,749  
   

Medtronic PLC

     2,192        199,384  
       

 

 

 
   
                223,133  
Health Care Providers & Services – 3.5%

 

   

CVS Health Corp.

     1,650        108,108  
   

HCA Healthcare, Inc.

     1,074        133,659  
   

Humana, Inc.

     327        93,679  
   

UnitedHealth Group, Inc.

     21        5,232  
       

 

 

 
   
                340,678  
Hotels, Restaurants & Leisure – 3.3%

 

   

Aramark

     714        20,685  
   

Domino’s Pizza, Inc.

     76        18,847  
   

Marriott International, Inc., Class A

     1,101        119,524  
   

Starbucks Corp.

     2,507        161,451  
       

 

 

 
   
                320,507  
Household Durables – 0.5%

 

   

PulteGroup, Inc.

     2,002        52,032  
       

 

 

 
   
                52,032  
Household Products – 0.4%

 

   

Kimberly-Clark Corp.

     261        29,738  
   

The Procter & Gamble Co.

     79        7,262  
       

 

 

 
   
                37,000  
Independent Power and Renewable Electricity Producers – 2.8%

 

   

AES Corp.

     8,468        122,447  
   

NRG Energy, Inc.

     3,464        137,175  
   

Vistra Energy Corp.(1)

     553        12,658  
       

 

 

 
   
                272,280  
Industrial Conglomerates – 0.6%

 

   

Honeywell International, Inc.

     476        62,889  
       

 

 

 
   
                62,889  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

December 31, 2018    Shares      Value  
Insurance – 2.8%

 

   

MetLife, Inc.

     2,900      $     119,074  
   

Prudential Financial, Inc.

     1,354        110,419  
   

The Allstate Corp.

     521        43,050  
       

 

 

 
   
                272,543  
Interactive Media & Services – 4.5%

 

   

Alphabet, Inc., Class A(1)

     184        192,273  
   

Alphabet, Inc., Class C(1)

     191        197,801  
   

Facebook, Inc., Class A(1)

     402        52,698  
       

 

 

 
   
                442,772  
Internet & Direct Marketing Retail – 5.2%

 

   

Amazon.com, Inc.(1)

     236        354,465  
   

Booking Holdings, Inc.(1)

     92        158,463  
       

 

 

 
   
                512,928  
IT Services – 3.9%

 

   

DXC Technology Co.

     1,698        90,283  
   

FleetCor Technologies, Inc.(1)

     710        131,861  
   

Global Payments, Inc.

     235        24,236  
   

Leidos Holdings, Inc.

     842        44,390  
   

MasterCard, Inc., Class A

     376        70,932  
   

Visa, Inc., Class A

     159        20,979  
       

 

 

 
   
                382,681  
Leisure Products – 0.4%

 

   

Brunswick Corp.

     750        34,837  
       

 

 

 
   
                34,837  
Machinery – 0.7%

 

   

AGCO Corp.

     557        31,008  
   

Ingersoll-Rand PLC

     456        41,601  
       

 

 

 
   
                72,609  
Media – 2.0%

 

   

Comcast Corp., Class A

     5,883        200,316  
       

 

 

 
   
                200,316  
Oil, Gas & Consumable Fuels – 4.9%

 

   

EOG Resources, Inc.

     1,407        122,704  
   

Exxon Mobil Corp.

     535        36,482  
   

Kinder Morgan, Inc.

     5,422        83,390  
   

ONEOK, Inc.

     510        27,515  
   

Phillips 66

     1,449        124,831  
   

Pioneer Natural Resources Co.

     109        14,336  
   

Valero Energy Corp.

     916        68,673  
       

 

 

 
   
                477,931  
Pharmaceuticals – 6.7%

 

   

Bristol-Myers Squibb Co.

     3,167        164,621  
   

Eli Lilly & Co.

     802        92,807  
   

Johnson & Johnson

     2,350        303,268  
   

Pfizer, Inc.

     2,156        94,109  
       

 

 

 
   
                654,805  
Road & Rail – 1.8%

 

   

Union Pacific Corp.

     1,296        179,146  
       

 

 

 
   
                179,146  
December 31, 2018    Shares      Value  
Semiconductors & Semiconductor Equipment – 2.6%

 

   

Intel Corp.

     4,854      $     227,798  
   

Lam Research Corp.

     239        32,545  
       

 

 

 
   
                260,343  
Software – 6.9%

 

   

Adobe, Inc.(1)

     683        154,522  
   

Microsoft Corp.

     4,886        496,271  
   

salesforce.com, Inc.(1)

     170        23,285  
       

 

 

 
   
                674,078  
Specialty Retail – 0.4%

 

   

Urban Outfitters, Inc.(1)

     1,240        41,168  
       

 

 

 
   
                41,168  
Technology Hardware, Storage & Peripherals – 3.1%

 

   

Apple, Inc.

     1,517        239,291  
   

Hewlett Packard Enterprise Co.

     4,609        60,885  
       

 

 

 
   
                300,176  
Textiles, Apparel & Luxury Goods – 0.1%

 

   

Lululemon Athletica, Inc.(1)

     48        5,837  
       

 

 

 
   
                5,837  
Tobacco – 1.7%

 

   

Philip Morris International, Inc.

     2,509        167,501  
       

 

 

 
   
                167,501  
Trading Companies & Distributors – 0.2%

 

   

HD Supply Holdings, Inc.(1)

     413        15,496  
       

 

 

 
   
                15,496  
   
Total Common Stocks
(Cost $9,673,034)

 

     9,726,213  
     
      Principal
Amount
     Value  
Short–Term Investment – 1.1%

 

 
Repurchase Agreements – 1.1%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $104,003, due 1/2/2019(2)

   $     104,000        104,000  
   
Total Repurchase Agreements
(Cost $104,000)

 

     104,000  
   
Total Investments – 100.2%
(Cost $9,777,034)

 

     9,830,213  
   
Liabilities in excess of other assets – (0.2)%

 

     (16,010
   
Total Net Assets – 100.0%

 

   $ 9,814,203  

 

(1) 

Non–income–producing security.

(2) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 105,000     $ 107,741  

Legend:

REIT — Real Estate Investment Trust

 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                  Valuation Inputs                                      
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 9,726,213        $        $        $ 9,726,213  
Repurchase Agreements                 104,000                   104,000  
Total      $     9,726,213        $     104,000        $     —        $     9,830,213  

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $ 9,830,213  
   

Cash

    454  
   

Reimbursement receivable from adviser

    14,031  
   

Dividends/interest receivable

    10,501  
   

Prepaid expenses

    1,240  
   

 

 

 
   

Total Assets

    9,856,439  
   

 

 

 
   

Liabilities

   
   

Accrued audit fees

    15,000  
   

Accrued custodian and accounting fees

    8,291  
   

Accrued administrative fees

    7,910  
   

Investment advisory fees payable

    4,744  
   

Distribution fees payable

    2,156  
   

Accrued trustees’ and officers’ fees

    156  
   

Payable for fund shares redeemed

    33  
   

Accrued expenses and other liabilities

    3,946  
   

 

 

 
   

Total Liabilities

    42,236  
   

 

 

 
   

Total Net Assets

  $ 9,814,203  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 6,670,343  
   

Distributable earnings

    3,143,860  
   

 

 

 
   

Total Net Assets

  $ 9,814,203  
   

 

 

 

Investments, at Cost

  $     9,777,034  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with No Par Value

    871,974  
   

Net Asset Value Per Share

    $11.26  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $ 215,469  
   

Interest

    192  
   

 

 

 
   

Total Investment Income

    215,661  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    62,644  
   

Custodian and accounting fees

    57,527  
   

Administrative fees

    44,638  
   

Professional fees

    36,743  
   

Trustees’ and officers’ fees

    29,450  
   

Distribution fees

    28,475  
   

Transfer agent fees

    11,854  
   

Other expenses

    844  
   

 

 

 
   

Total Expenses

    272,175  
   

Less: Fees waived

        (162,831
   

 

 

 
   

Total Expenses, Net

    109,344  
   

 

 

 
   

Net Investment Income/(Loss)

    106,317  
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    538,433  
   

Net change in unrealized appreciation/(depreciation) on investments

    (1,521,435)  
   

 

 

 
   

Net Loss on Investments

    (983,002
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $ (876,685
   

 

 

 
         
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

Statements of Changes in Net Assets

                   
   
        For the
Year Ended
12/31/18
       For the
Year Ended
12/31/17
 
       

 

 

Operations

           
   

Net investment income/(loss)

     $ 106,317        $ 173,122  
   

Net realized gain/(loss) from investments

       538,433          2,237,849  
   

Net change in unrealized appreciation/(depreciation) on investments

       (1,521,435        1,305,018  
      

 

 

      

 

 

 
   

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

       (876,685        3,715,989  
      

 

 

      

 

 

 
   

Capital Share Transactions

           
   

Proceeds from sales of shares

       258,696          5,574,156  
   

Cost of shares redeemed

       (1,738,400        (12,034,790
      

 

 

      

 

 

 
   

Net Decrease in Net Assets Resulting from Capital Share Transactions

       (1,479,704        (6,460,634
      

 

 

      

 

 

 
   

Net Decrease in Net Assets

       (2,356,389        (2,744,645
      

 

 

      

 

 

 
   

Net Assets

           
   

Beginning of year

       12,170,592          14,915,237  
      

 

 

      

 

 

 
   

End of year

     $ 9,814,203        $ 12,170,592  
      

 

 

      

 

 

 
   

Other Information:

           
   

Shares

           
   

Sold

       21,136          519,309  
   

Redeemed

       (140,091        (984,873
      

 

 

      

 

 

 
   

Net Decrease

       (118,955        (465,564
      

 

 

      

 

 

 
                       

 

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


Table of Contents

 

 

This Page Intentionally Left Blank

 

 

 

 

    11


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

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

 

Financial Highlights

                                       
      Per Share Operating Performance         
          
Net Asset Value,
Beginning of
Period
     Net Investment
Income(1)
     Net Realized
and Unrealized
Gain/(Loss)
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return(2)
 
   

Year Ended 12/31/18

   $ 12.28      $ 0.12      $ (1.14   $ (1.02   $ 11.26        (8.31)
   

Year Ended 12/31/17

     10.24        0.09        1.95       2.04       12.28        19.92
   

Period Ended 12/31/16(4)

     10.00        0.03        0.21       0.24       10.24        2.40 %(5) 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

 

 
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment Income
to Average
Net Assets(3)
    Gross Ratio of Net
Investment Loss
to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 9,814       0.96%       2.39%       0.93%       (0.50)%       58%  
 
  12,171       0.96%       1.91%       0.84%       (0.11)%       80%  
 
  14,915       0.96% (5)       2.65% (5)       0.92% (5)       (0.77)% (5)       15% (5)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

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

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

December 31, 2018

1. Organization

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

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

The Fund seeks capital appreciation.

2. Significant Accounting Policies

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

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

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

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

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

 

 

14    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

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

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2018, the Fund did not hold any derivatives.

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

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

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

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

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

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

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

3. Transactions with Affiliates

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

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.96% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 0.96%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $162,831.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

the time of the recoupment, if any. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
     Potential Recoupment Amounts
Expiring
 

Total Potential

Recoupment

Amounts

  2021     2020     2019  
$436,893   $ 162,831     $ 194,792     $ 79,270  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $28,475 to PAS.

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

4. Federal Income Taxes

a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead

be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $6,548,873 and $7,928,151, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTEGRATED RESEARCH VIP FUND

 

or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the

performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of Guardian Integrated Research VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Integrated Research VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

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Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the Trustees evaluated information and factors that they

considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the Sub-advisers; (ii) the investment performance of the

 

 

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Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also considered, among other things, the range of investment advisory

services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

 

 

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Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research VIP Fund (2nd), Guardian Growth & Income VIP Fund (2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap

Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

 

 

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Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract investment options, and (ii) increased dividends-received deductions due to the Funds’ status under the tax laws as disregarded entities. In addition, the

Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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Trustees and Officers Information Table

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

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)

During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees***
   Other Directorships
Held by Trustee
Independent Trustees
   

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011); Deputy Global General Counsel, Barclays Global Investors (2006–2009); Managing Director, Barclays Global Investors (1998–2006).    16    None.
   
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   
John Walters
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

24    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)

During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees***
   Other Directorships
Held by Trustee
Interested Trustees
   

Gordon Dinsmore**

(born 1952)

   Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   

Marc Costantini**

(born 1969)

   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

Member of the Audit Committee of the Trust.

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

 

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

Gordon Dinsmore

(born 1952)

   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   

John H. Walter

(born 1962)

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

Harris Oliner

(born 1971)

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

Richard T. Potter

(born 1954)

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

Philip Stack

(born 1964)

   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   

James R. Anderson

(born 1963)

   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   
Kathleen M. Moynihan (born 1966)    Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   

Maria Nydia Morrison

(born 1958)

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

 

    25


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

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

Sonya L. Crosswell

(born 1977)

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

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

26    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

    27


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

 

LOGO

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

PUB8170


Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian Diversified Research VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.



 

LOGO

 

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


Table of Contents

TABLE OF CONTENTS

 

Guardian Diversified Research VIP Fund

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


Table of Contents

GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

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

Highlights

 

    Guardian Diversified Research VIP Fund (the “Fund”) returned -6.40%, underperforming its benchmark, the Standard & Poor’s 500® Index1 (the “Index”), for the 12 months ended December 31, 2018. Although stock selection and sector allocation were modestly positive factors relative to the Index, the Fund underperformed primarily due to impacts from currency and cash exposure. Stock selection in the consumer staples, energy, industrials, consumer discretionary, utilities and health care sectors benefited relative performance. Stock selection in the information technology, financials, materials, and communication services sectors detracted from relative performance.

 

    The Index returned -4.38% for the period. The negative return can primarily be attributed to weak performance in the financials, communication services, industrials, energy and consumer staples sectors. To an extent, positive performance from information technology, health care and consumer discretionary stocks offset the weak performance.

Market Overview

The year started with optimism, lifted by the passage of the Tax Cuts and Jobs Act, which ushered in significant tax breaks for corporations. In February, however, a report of rising wage inflation led to a sharp market downturn. Stocks recovered, but slid again in March when President Trump proposed tariffs on aluminum and steel imports, raising concerns about a trade war with China. As a result, U.S. equities endured a turbulent first quarter. The Dow Jones Industrial Average recorded two 1,000-point drops, and major indexes entered correction territory, sparking a global sell-off.

Despite the heightened volatility, stocks rebounded during the second quarter on the back of strong U.S. economic performance and corporate earnings. However, optimism was softened by concerns about protectionist measures between the United States and its major trading partners. Despite a challenging macro-economic backdrop, the gains continued in the third quarter with the Index recording its best quarterly performance since the end of 2013. Stocks were lifted by strong economic growth and positive corporate earnings. According to an August 2018 report, the U.S.

added more jobs than expected and wages grew at the fastest pace since 2009. The final reading of second-quarter GDP was 4.2%, and a gauge of consumer sentiment also reached new highs. Still, trade policy caused some pullbacks in the markets as the United States added tariffs to $200 billion in Chinese goods, and stalled NAFTA negotiations raised concern about whether Canada would join a new pact with the United States and Mexico.

U.S. equities began the fourth quarter after notching significant year-to-date gains. However, the gains were quickly erased by a steep sell-off that resulted in all three major indexes posting their worst annual performance in a decade. The impact of escalating trade tensions between the United States and China, concerns about a global economic slowdown, and political uncertainty fueled market volatility during the final quarter. Economic data was generally positive, although the trade deficit continued to widen, import prices increased, and consumer sentiment weakened. Worries about excess oil supply and slowing global growth caused volatility in the energy market. The spread between the two- and 10-year Treasury yields narrowed the most since 2007, fueling fear that the flattening yield curve may be signaling a recession. In this environment, U.S. equities, as measured by the Index, posted a loss of -4.38% for the year.

Portfolio Review

Although stock selection and sector allocation were modestly positive factors relative to the Index, they were essentially in line with the Index’s performance. As a result, the Fund underperformed the Index due to impacts from currency and cash exposure. The Fund added value relative to the Index through stock selection in the consumer staples, energy, industrials, consumer discretionary, utilities and health care sectors. However, this was offset by unfavorable stock selection in the information technology, financials, materials, and communication services sectors. The real estate sector performed in line with the Index.

Outlook

Many U.S. equity investors greeted the new year with an array of heightened concerns. A difficult December had brought volatility, a year-end correction, and annual losses for all three major equity indexes. Many of the issues that worried investors throughout 2018, including

 

 

1

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

 

    1


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GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

geopolitical instability, uncertainty about monetary policy, and the U.S.–China trade dispute, contributed to the downturn.

The U.S.-China trade dispute remained among the top concerns, despite the “non-escalation” agreement in December that paused hikes in tariffs for 90 days. Higher tariffs typically undermine confidence among corporate leaders and complicate and delay investments in their businesses. Tariff hikes can also lead to inflationary pressure, reduce demand for products, and, ultimately, shrink profit margins.

Aside from tariffs, we believe a slowing economy in China — which has been such a strong engine of global growth — is another key risk to equities. Uncertainty around Brexit is a third, which could be destabilizing for the United Kingdom, with ripple effects throughout Europe. Finally, monetary policy and concerns about

continued interest-rate hikes can put pressure on global economies, particularly emerging markets.

Looking ahead, we believe the key risks weighing on equity markets may subside. We also believe that a favorable resolution of the tariff conflict is quite possible. Even if an agreement is only partial in scope, equity markets should respond positively. In terms of U.S. interest rates, we have seen that the U.S. Federal Reserve is willing to take a more dovish stance when rate hikes are taking a toll on markets. In China, we’re seeing signs of more aggressive stimulus measures, which could improve the economic outlook for both China and global markets. And of course, market downturns naturally bring opportunities in the form of more attractive valuations for companies whose fundamental prospects are strong. In addition, we believe equities remain attractive relative to other asset classes.

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

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

 

2    


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GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $148,193,229   

 

 

Sector Allocation1

As of December 31, 2018

 
LOGO        

 

 

Top Ten Holdings2

As of December 31, 2018

 
   
Holding   % of Total
Net Assets
 
Microsoft Corp.     4.02%  
Alphabet, Inc., Class A     3.07%  
Amazon.com, Inc.     2.97%  
Apple, Inc.     2.72%  
Bank of America Corp.     2.20%  
The Coca-Cola Co.     2.17%  
Visa, Inc., Class A     1.94%  
The Home Depot, Inc.     1.78%  
The Procter & Gamble Co.     1.68%  
Facebook, Inc., Class A     1.67%  
Total     24.22%  

 

1

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

2

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


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GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian Diversified Research VIP Fund     9/1/2016       -6.40%                   7.50%  
Standard & Poor’s 500® Index             -4.38%                   8.51%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Diversified Research VIP Fund and the Standard & Poor’s 500® Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

4    


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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning
Account Value

7/1/18

  Ending
Account Value
12/31/18
   

Expenses Paid

During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $1,000.00   $ 917.10     $ 4.93       1.02%  

Based on Hypothetical Return (5% Return Before Expenses)

  $1,000.00   $ 1,020.06     $ 5.19       1.02%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

    5


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SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

December 31, 2018    Shares      Value  
Common Stocks – 98.7%

 

 
Aerospace & Defense – 1.6%

 

   

Textron, Inc.

     16,030      $ 737,220  
   

The Boeing Co.

     4,918        1,586,055  
       

 

 

 
   
                2,323,275  
Automobiles – 1.2%

 

   

General Motors Co.

     53,323        1,783,654  
       

 

 

 
   
                1,783,654  
Banks – 5.5%

 

   

Bank of America Corp.

     132,210        3,257,654  
   

Citigroup, Inc.

     40,507        2,108,794  
   

JPMorgan Chase & Co.

     15,534        1,516,429  
   

Wells Fargo & Co.

     27,193        1,253,054  
       

 

 

 
   
                8,135,931  
Beverages – 2.8%

 

   

PepsiCo, Inc.

     8,259        912,454  
   

The Coca-Cola Co.

     67,896        3,214,876  
       

 

 

 
   
                4,127,330  
Biotechnology – 2.7%

 

   

AbbVie, Inc.

     4,402        405,820  
   

Amgen, Inc.

     4,400        856,548  
   

Biogen, Inc.(1)

     2,811        845,886  
   

Celgene Corp.(1)

     7,588        486,315  
   

Gilead Sciences, Inc.

     7,000        437,850  
   

Regeneron Pharmaceuticals,
Inc.(1)

     769        287,222  
   

Vertex Pharmaceuticals, Inc.(1)

     4,541        752,489  
       

 

 

 
   
                4,072,130  
Building Products – 0.7%

 

   

Fortune Brands Home & Security, Inc.

     3,096        117,617  
   

Johnson Controls International PLC

     28,685        850,510  
       

 

 

 
   
                968,127  
Capital Markets – 5.0%

 

   

Apollo Global Management LLC, Class A

     5,599        137,399  
   

BlackRock, Inc.

     2,552        1,002,477  
   

E*TRADE Financial Corp.

     26,766        1,174,492  
   

Intercontinental Exchange, Inc.

     9,773        736,200  
   

KKR & Co., Inc., Class A

     81,342        1,596,744  
   

Raymond James Financial, Inc.

     15,200        1,131,032  
   

The Goldman Sachs Group, Inc.

     9,349        1,561,750  
       

 

 

 
   
                7,340,094  
Chemicals – 2.7%

 

   

Celanese Corp.

     1,086        97,707  
   

DowDuPont, Inc.

     30,901        1,652,585  
   

Ecolab, Inc.

     1,187        174,904  
   

FMC Corp.

     9,475        700,771  
   

RPM International, Inc.

     1,674        98,398  
   

The Sherwin-Williams Co.

     2,749        1,081,622  
   

WR Grace & Co.

     2,646        171,752  
       

 

 

 
   
                3,977,739  
December 31, 2018    Shares      Value  
Commercial Services & Supplies – 0.8%

 

   

Waste Connections, Inc.

     15,994      $     1,187,554  
       

 

 

 
   
                1,187,554  
Construction Materials – 0.3%

 

   

Summit Materials, Inc., Class A(1)

     31,770        393,948  
       

 

 

 
   
                393,948  
 
Containers & Packaging – 0.3%

 

   

Ball Corp.

     11,195        514,746  
       

 

 

 
   
                514,746  
Diversified Telecommunication Services – 1.5%

 

   

AT&T, Inc.

     41,910        1,196,111  
   

Verizon Communications, Inc.

     17,721        996,275  
       

 

 

 
   
                2,192,386  
Electric Utilities – 2.9%

 

   

American Electric Power Co., Inc.

     19,752        1,476,264  
   

Duke Energy Corp.

     8,099        698,944  
   

Edison International

     3,073        174,454  
   

Exelon Corp.

     24,007        1,082,716  
   

NextEra Energy, Inc.

     4,562        792,967  
   

PG&E Corp.(1)

     2,176        51,680  
       

 

 

 
   
                4,277,025  
Electrical Equipment – 1.1%

 

   

Emerson Electric Co.

     27,897        1,666,846  
       

 

 

 
   
                1,666,846  
Entertainment – 2.2%

 

   

Activision Blizzard, Inc.

     33,925        1,579,887  
   

Live Nation Entertainment, Inc.(1)

     11,101        546,724  
   

Twenty-First Century Fox, Inc., Class A

     23,036        1,108,493  
       

 

 

 
   
                3,235,104  
Equity Real Estate Investment – 0.9%

 

   

Gaming and Leisure Properties, Inc. REIT

     20,758        670,691  
   

SBA Communications Corp. REIT(1)

     4,552        736,923  
       

 

 

 
   
                1,407,614  
Food & Staples Retailing – 2.1%

 

   

BJ’s Wholesale Club Holdings, Inc.(1)

     31,553        699,214  
   

Costco Wholesale Corp.

     3,274        666,947  
   

Walgreens Boots Alliance, Inc.

     7,750        529,557  
   

Walmart, Inc.

     13,757        1,281,465  
       

 

 

 
   
                3,177,183  
Food Products – 1.2%

 

   

McCormick & Co., Inc.

     5,826        811,212  
   

The Hershey Co.

     8,818        945,113  
       

 

 

 
   
                1,756,325  
Health Care Equipment & Supplies – 5.1%

 

   

Baxter International, Inc.

     10,761        708,289  
   

Becton Dickinson and Co.

     7,253        1,634,246  
   

Boston Scientific Corp.(1)

     13,423        474,369  
   

Danaher Corp.

     22,885        2,359,901  
   

Edwards Lifesciences Corp.(1)

     2,648        405,594  
   

ICU Medical, Inc.(1)

     2,663        611,505  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

December 31, 2018    Shares      Value  
Health Care Equipment & Supplies (continued)

 

   

Intuitive Surgical, Inc.(1)

     1,521      $ 728,437  
   

The Cooper Cos., Inc.

     2,557        650,757  
       

 

 

 
   
                7,573,098  
Health Care Providers & Services – 2.1%

 

   

Cigna Corp.

     8,485        1,611,471  
   

UnitedHealth Group, Inc.

     6,279        1,564,225  
       

 

 

 
   
                3,175,696  
Hotels, Restaurants & Leisure – 2.4%

 

   

Chipotle Mexican Grill, Inc.(1)

     1,760        759,950  
   

Hilton Worldwide Holdings, Inc.

     14,203        1,019,776  
   

MGM Resorts International

     15,362        372,682  
   

Wynn Resorts Ltd.

     6,632        655,971  
   

Yum China Holdings, Inc.

     24,362        816,858  
       

 

 

 
   
                3,625,237  
Household Products – 2.2%

 

   

The Clorox Co.

     5,120        789,197  
   

The Procter & Gamble Co.

     27,085        2,489,653  
       

 

 

 
   
                3,278,850  
Independent Power and Renewable Electricity Producers – 0.7%

 

   

NRG Energy, Inc.

     26,306        1,041,718  
       

 

 

 
   
                1,041,718  
Industrial Conglomerates – 2.4%

 

   

Honeywell International, Inc.

     17,200        2,272,464  
   

Roper Technologies, Inc.

     4,940        1,316,609  
       

 

 

 
   
                3,589,073  
Insurance – 2.8%

 

   

American International Group, Inc.

     20,665        814,408  
   

Assured Guaranty Ltd.

     34,023        1,302,400  
   

Chubb Ltd.

     4,611        595,649  
   

Prudential PLC (United Kingdom)

     79,338        1,417,537  
       

 

 

 
   
                4,129,994  
Interactive Media & Services – 5.1%

 

   

Alphabet, Inc., Class A(1)

     4,363        4,559,160  
   

Facebook, Inc., Class A(1)

     18,914        2,479,436  
   

Tencent Holdings Ltd., ADR

     12,733        502,572  
       

 

 

 
   
                7,541,168  
Internet & Direct Marketing Retail – 3.8%

 

   

Alibaba Group Holding Ltd., ADR(1)

     1,338        183,399  
   

Amazon.com, Inc.(1)

     2,932        4,403,776  
   

Booking Holdings, Inc.(1)

     566        974,890  
       

 

 

 
   
                5,562,065  
IT Services – 3.9%

 

   

DXC Technology Co.

     22,260        1,183,564  
   

Fidelity National Information Services, Inc.

     6,387        654,987  
   

First Data Corp., Class A(1)

     39,078        660,809  
   

GoDaddy, Inc., Class A(1)

     6,462        424,036  
   

Visa, Inc., Class A

     21,757        2,870,619  
       

 

 

 
   
                5,794,015  
December 31, 2018    Shares      Value  
Life Sciences Tools & Services – 0.4%

 

   

Mettler-Toledo International, Inc.(1)

     1,146      $ 648,155  
       

 

 

 
   
                648,155  
Machinery – 0.9%

 

   

Deere & Co.

     3,390        505,686  
   

Fortive Corp.

     11,784        797,306  
       

 

 

 
   
                1,302,992  
Media – 1.3%

 

   

Charter Communications, Inc., Class A(1)

     3,412        972,318  
   

Comcast Corp., Class A

     28,983        986,871  
       

 

 

 
   
                1,959,189  
 
Metals & Mining – 0.2%

 

   

Alcoa Corp.(1)

     8,365        222,342  
       

 

 

 
   
                222,342  
Multi-Utilities – 0.6%

 

   

CenterPoint Energy, Inc.

     9,877        278,828  
   

Dominion Energy, Inc.

     7,592        542,524  
       

 

 

 
   
                821,352  
Oil, Gas & Consumable Fuels – 5.9%

 

   

Anadarko Petroleum Corp.

     13,076        573,252  
   

BP PLC (United Kingdom)

     381,734        2,408,521  
   

Cairn Energy PLC (United Kingdom)(1)

     206,638        394,328  
   

Cenovus Energy, Inc. (Canada)

     235,433        1,655,550  
   

ConocoPhillips

     9,938        619,634  
   

Enterprise Products Partners LP

     30,973        761,626  
   

Exxon Mobil Corp.

     15,704        1,070,856  
   

Kinder Morgan, Inc.

     67,756        1,042,087  
   

Noble Energy, Inc.

     14,814        277,911  
       

 

 

 
   
                8,803,765  
Pharmaceuticals – 4.4%

 

   

Bristol-Myers Squibb Co.

     3,606        187,440  
   

Eli Lilly & Co.

     8,423        974,710  
   

Jazz Pharmaceuticals PLC(1)

     4,614        571,951  
   

Johnson & Johnson

     10,264        1,324,569  
   

Merck & Co., Inc.

     24,944        1,905,971  
   

Pfizer, Inc.

     34,858        1,521,552  
       

 

 

 
   
                6,486,193  
Road & Rail – 1.7%

 

   

Norfolk Southern Corp.

     5,535        827,704  
   

Union Pacific Corp.

     11,824        1,634,431  
       

 

 

 
   
                2,462,135  
Semiconductors & Semiconductor Equipment – 3.8%

 

   

Intel Corp.

     28,318        1,328,964  
   

NXP Semiconductors N.V.

     18,110        1,327,101  
   

ON Semiconductor Corp.(1)

     47,280        780,593  
   

QUALCOMM, Inc.

     38,042        2,164,970  
       

 

 

 
   
                5,601,628  
Software – 6.7%

 

   

Adobe, Inc.(1)

     6,911        1,563,545  
   

Everbridge, Inc.(1)

     12,425        705,243  
   

Microsoft Corp.

     58,609        5,952,916  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

December 31, 2018        
Shares
     Value  
Software (continued)

 

   

salesforce.com, Inc.(1)

     12,067      $ 1,652,817  
       

 

 

 
   
                9,874,521  
Specialty Retail – 3.0%

 

   

Advance Auto Parts, Inc.

     2,619        412,388  
   

Burlington Stores, Inc.(1)

     1,957        318,345  
   

O’Reilly Automotive, Inc.(1)

     863        297,157  
   

The Home Depot, Inc.

     15,330        2,634,001  
   

The TJX Cos., Inc.

     18,218        815,073  
       

 

 

 
   
                4,476,964  
Technology Hardware, Storage & Peripherals – 2.7%

 

   

Apple, Inc.

     25,585        4,035,778  
       

 

 

 
   
                4,035,778  
 
Textiles, Apparel & Luxury Goods – 0.7%

 

   

NIKE, Inc., Class B

     14,111        1,046,190  
       

 

 

 
   
                1,046,190  
Trading Companies & Distributors – 0.4%

 

   

Yellow Cake PLC (United Kingdom)(1)(2)

     218,884        638,572  
       

 

 

 
   
                638,572  
   
Total Common Stocks
(Cost $154,743,851)

 

     146,227,701  
Exchange–Traded Funds – 0.5%

 

   

SPDR S&P 500 ETF Trust

     2,723        680,532  
                   
   
Total Exchange–Traded Funds
(Cost $717,007)

 

     680,532  
December 31, 2018    Principal
Amount
     Value  
Short–Term Investment – 0.9%

 

 
Repurchase Agreements – 0.9%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $1,406,039, due 1/2/2019(3)

   $     1,406,000      $ 1,406,000  
   
Total Repurchase Agreements
(Cost $1,406,000)

 

     1,406,000  
   
Total Investments – 100.1%
(Cost $156,866,858)

 

     148,314,233  
   
Liabilities in excess of other assets – (0.1)%

 

     (121,004
   
Total Net Assets – 100.0%

 

   $ 148,193,229  

 

(1) 

Non–income–producing security.

(2) 

Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, normally to certain qualified buyers. At December 31, 2018, the aggregate market value of these securities amounted to $638,572, representing 0.4% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees.

(3) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 1,400,000     $ 1,436,543  

Legend:

ADR — American Depositary Receipt

REIT — Real Estate Investment Trust

 

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                      Valuation Inputs                                         
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 141,368,743        $ 4,858,958      $        $ 146,227,701  
Exchange–Traded Funds        680,532                            680,532  
Repurchase Agreements                 1,406,000                   1,406,000  
Total      $     142,049,275        $     6,264,958        $     —        $     148,314,233  

 

*

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

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $ 148,314,233  
   

Cash

    850  
   

Dividends/interest receivable

    87,121  
   

Reimbursement receivable from adviser

    4,666  
   

Foreign tax reclaims receivable

    1,430  
   

Prepaid expenses

    11,685  
   

 

 

 
   

Total Assets

    148,419,985  
   

 

 

 
   

Liabilities

   
   

Investment advisory fees payable

    77,621  
   

Payable for investments purchased

    45,716  
   

Distribution fees payable

    32,342  
   

Payable for fund shares redeemed

    20,743  
   

Accrued audit fees

    15,000  
   

Accrued custodian and accounting fees

    9,343  
   

Accrued trustees’ and officers’ fees

    2,265  
   

Accrued expenses and other liabilities

    23,726  
   

 

 

 
   

Total Liabilities

    226,756  
   

 

 

 
   

Total Net Assets

  $ 148,193,229  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 152,007,739  
   

Distributable loss

    (3,814,510
   

 

 

 
   

Total Net Assets

  $     148,193,229  
   

 

 

 

Investments, at Cost

  $ 156,866,858  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with No Par Value

    12,513,640  
   

Net Asset Value Per Share

    $11.84  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $ 2,159,636  
   

Interest

    7,352  
   

Withholding taxes on foreign dividends

    (12,680
   

 

 

 
   

Total Investment Income

    2,154,308  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    759,203  
   

Distribution fees

    316,335  
   

Trustees’ and officers’ fees

    79,512  
   

Custodian and accounting fees

    67,486  
   

Professional fees

    58,226  
   

Administrative fees

    44,746  
   

Transfer agent fees

    17,404  
   

Shareholder reports

    11,217  
   

Other expenses

    19,377  
   

 

 

 
   

Total Expenses

    1,373,506  
   

Less: Fees waived

    (84,844
   

 

 

 
   

Total Expenses, Net

    1,288,662  
   

 

 

 
   

Net Investment Income/(Loss)

    865,646  
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    2,287,700  
   

Net realized gain/(loss) from foreign currency transactions

    (838
   

Net change in unrealized appreciation/(depreciation) on investments

    (10,288,935
   

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

    (221
   

 

 

 
   

Net Loss on Investments and Foreign Currency Transactions

    (8,002,294
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $     (7,136,648
   

 

 

 
         
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

Statements of Changes in Net Assets

                   
   
       

For the

Year Ended
12/31/18

      

For the

Year Ended
12/31/17

 
       

 

 

Operations

 

   

Net investment income/(loss)

     $ 865,646        $ 106,484  
   

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

       2,286,862          1,457,659  
   

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

       (10,289,156        1,465,012  
      

 

 

      

 

 

 
   

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

       (7,136,648        3,029,155  
      

 

 

      

 

 

 
 

Capital Share Transactions

 

   

Proceeds from sales of shares

       159,081,293          5,773,745  
   

Cost of shares redeemed

       (15,880,682        (6,812,524
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       143,200,611          (1,038,779
      

 

 

      

 

 

 
   

Net Increase in Net Assets

       136,063,963          1,990,376  
      

 

 

      

 

 

 
 

Net Assets

 

   

Beginning of year

       12,129,266          10,138,890  
      

 

 

      

 

 

 
   

End of year

     $     148,193,229        $     12,129,266  
      

 

 

      

 

 

 
 

Other Information:

 

   

Shares

           
   

Sold

       12,769,094          526,654  
   

Redeemed

       (1,214,013        (545,718
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       11,555,081          (19,064
      

 

 

      

 

 

 
                       

 

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


Table of Contents

 

 

This Page Intentionally Left Blank

 

 

 

 

    11


Table of Contents

FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

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

 

Financial Highlights

                                       
      Per Share Operating Performance         
     

Net Asset Value,
Beginning of
Period

     Net Investment
Income(1)
     Net Realized
and Unrealized
Gain/(Loss)
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return(2)
 
 

Year Ended 12/31/18

   $ 12.65      $ 0.09      $ (0.90   $ (0.81   $ 11.84        (6.40)%  
 

Year Ended 12/31/17

     10.37        0.08        2.20       2.28       12.65        21.99%  
 

Period Ended 12/31/16(4)

     10.00        0.04        0.33       0.37       10.37        3.70% (5)  

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

 

    

    

                                    
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment Income
to Average
Net Assets(3)
    Gross Ratio of Net
Investment Income/
(Loss) to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 148,193       1.02%       1.09%       0.68%       0.61%       88%  
 
  12,129       0.96%       2.43%       0.67%       (0.80)%       154%  
 
  10,139       0.96% (5)       3.07% (5)       1.12% (5)       (0.99)% (5)       61% (5)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

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

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

December 31, 2018

1. Organization

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

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

The Fund seeks capital appreciation.

2. Significant Accounting Policies

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

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

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

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

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

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN DIVERSIFIED RESEARCH VIP FUND

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2018, the Fund did not hold any derivatives.

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or

 

 

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sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

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

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

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

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the

ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

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

3. Transactions with Affiliates

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

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.02% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 0.96%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $84,844.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. Amounts waived or reimbursed by Park Avenue pursuant to any expense limitation after April 9, 2018 will not be subject to Park

 

 

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Avenue’s recoupment rights. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
     Potential Recoupment Amounts
Expiring
 

Total Potential

Recoupment

Amounts

  2021     2020     2019  
$354,298   $ 60,975     $ 232,223     $ 61,100  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $316,335 to PAS.

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

4. Federal Income Taxes

a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead

be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $248,521,251 and $104,461,996, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented

 

 

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or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in

the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of

Guardian Diversified Research VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Diversified Research VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

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Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the Trustees evaluated information and factors that they

considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the Sub-advisers; (ii) the investment performance of the

 

 

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Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also

considered, among other things, the range of investment advisory services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

 

 

 

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In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research VIP Fund (2nd), Guardian Growth & Income VIP Fund

(2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets

 

 

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and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract investment options, and (ii) increased dividends-

received deductions due to the Funds’ status under the tax laws as disregarded entities. In addition, the Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees and Officers Information Table

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

 

         
Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex

Overseen

by Trustees***

   Other Directorships
Held by Trustee
Independent Trustees                        
   

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011); Deputy Global General Counsel, Barclays Global Investors (2006–2009); Managing Director, Barclays Global Investors (1998–2006).    16    None.
   

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   
John Walters
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

24    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

         
Name and Year
of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex

Overseen

by Trustees***

   Other Directorships
Held by Trustee
Interested Trustees                        
   
Gordon Dinsmore**
(born 1952)
   Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   
Marc Costantini**
(born 1969)
   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

Member of the Audit Committee of the Trust.

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

 

     
Name and Year of Birth    Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Gordon Dinsmore
(born 1952)
   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
   
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
   
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
   
Philip Stack
(born 1964)
   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   
James R. Anderson
(born 1963)
   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

 

    25


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

     
Name and Year of Birth    Position(s) Held
and Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Sonya L. Crosswell
(born 1977)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

26    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

    27


Table of Contents

 

 

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

 

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

PUB8168


Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian Large Cap Disciplined Value VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.



 

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


Table of Contents

TABLE OF CONTENTS

 

Guardian Large Cap Disciplined Value VIP Fund

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


Table of Contents

GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

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

Highlights

 

  Guardian Large Cap Disciplined Value VIP Fund (the “Fund”) returned -10.89%, underperforming its benchmark, the Russell 1000® Value Index1 (the “Index”), for the 12 months ended December 31, 2018. The Fund’s underperformance relative to the Index was primarily due to stock selection in the health care and technology sectors. Stock selection in the energy and consumer non-durables sectors contributed to relative performance.

 

  The Index returned -8.27% for the period. The health care and utilities sectors were two of the largest contributors to performance for the Index during the period.

Market Overview

A combination of tightening monetary policy and increased trade tensions between the U.S. and China resulted in a spike in volatility during the end of the year, beginning with the October sell-off. Both the economy and the market’s underlying fundamentals were positive in 2018, with GDP on pace for its strongest growth since 2005 and an increase in the Standard & Poor’s 500® Index2 earnings growth not seen since 2010. While July through September saw no daily price moves of the S&P 500 Index in excess of 1%, the fourth quarter experienced twenty-eight such occurrences as volatility surged.

For the year, three sectors had positive returns: consumer discretionary, utilities and health care, the latter the leader with a gain of 6.47%. Energy stocks ended the year with a return of -18.1%. The momentum that had helped growth stock returns during the first three quarters of the year abruptly reversed course in the fourth quarter. Historically, in periods of weakness, large capitalization stocks have generally outperformed

small-capitalization stocks, as size has been equated with safety. This proved to be the case during the fourth quarter and the year. For the year, international markets underperformed.

Portfolio Review

For the 12 months ended December 31, 2018, the Fund underperformed the Index. The Fund’s underperformance relative to the Index was primarily due to stock selection in the health care and technology sectors. The Fund’s underweight relative to the Index in the utilities sector also detracted from relative performance. Conversely, stock selection has been positive in energy and consumer non-durables. The Fund avoided the underperforming tobacco and food industries.

Outlook

For investors to return to a comfort zone for investing in equities there will need to be a catalyst or catalysts for them to do so. Catalyst candidates could include: a resolution to the U.S.-China trade conflict, evidence that the growth scare out of Europe and China were temporary in nature, a pause in rate hikes and/or balance sheet reduction from the U.S. Federal Reserve, a reacceleration of business spending similar to levels seen earlier in the year, and proof of stability in company profit margins.

In our view, some positive conditions are already in place that could lend support to a more desirable outcome for 2019: announcements of $1.08 trillion in stock buybacks for the year, a 10% expected increase in tax refunds to individuals ($26 billion) this year versus last year, and an additional $86 billion in discretionary spending in fiscal 2019 by the U.S. government versus 2018. With price/earnings multiples experiencing their third largest decline in the last 40 years during 2018, we believe valuations are now below average levels.

 

 

 

1

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

 

2

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

 

    1


Table of Contents

GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

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

 

2    


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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $185,363,420   

 

 

Sector Allocation1

As of December 31, 2018

LOGO

 

 

Top Ten Holdings2

As of December 31, 2018

   
Holding   % of Total
Net Assets
 
Berkshire Hathaway, Inc., Class B     4.63%  
Johnson & Johnson     4.54%  
Cisco Systems, Inc.     3.51%  
JPMorgan Chase & Co.     3.44%  
Pfizer, Inc.     3.30%  
Comcast Corp., Class A     3.09%  
Bank of America Corp.     2.91%  
The Procter & Gamble Co.     2.89%  
Chevron Corp.     2.70%  
Wells Fargo & Co.     2.64%  
Total     33.65%  

 

1

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

2

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


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GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian Large Cap Disciplined Value VIP Fund     9/1/2016       -10.89%                   5.97%  
Russell 1000® Value Index             -8.27%                   4.63%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Large Cap Disciplined Value VIP Fund and the Russell 1000® Value Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

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Table of Contents

UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning
Account Value

7/1/18

 

Ending

Account Value
12/31/18

   

Expenses Paid

During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $1,000.00   $ 924.10     $ 4.70       0.97%  
Based on Hypothetical Return (5% Return Before Expenses)   $1,000.00   $ 1,020.32     $ 4.94       0.97%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

    5


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

 

December 31, 2018    Shares      Value  
Common Stocks – 99.6%

 

 
Aerospace & Defense – 3.9%

 

   

The Boeing Co.

     12,843      $ 4,141,867  
   

United Technologies Corp.

     29,258        3,115,392  
       

 

 

 
   
                7,257,259  
Air Freight & Logistics – 0.6%

 

   

United Parcel Service, Inc., Class B

     11,368        1,108,721  
       

 

 

 
   
                1,108,721  
Airlines – 2.3%

 

   

Delta Air Lines, Inc.

     50,591        2,524,491  
   

Southwest Airlines Co.

     35,793        1,663,659  
       

 

 

 
   
                4,188,150  
Banks – 14.7%

 

   

Bank of America Corp.

     218,931        5,394,460  
   

Citigroup, Inc.

     88,019        4,582,269  
   

Huntington Bancshares, Inc.

     154,412        1,840,591  
   

JPMorgan Chase & Co.

     65,272        6,371,853  
   

KeyCorp

     123,014        1,818,147  
   

Lloyds Banking Group PLC, ADR

     341,006        872,975  
   

Regions Financial Corp.

     105,516        1,411,804  
   

Wells Fargo & Co.

     106,401        4,902,958  
       

 

 

 
   
                27,195,057  
Beverages – 0.8%

 

   

Coca-Cola European Partners PLC

     31,960        1,465,366  
       

 

 

 
   
                1,465,366  
Biotechnology – 1.2%

 

   

Gilead Sciences, Inc.

     35,764        2,237,038  
       

 

 

 
   
                2,237,038  
Building Products – 0.5%

 

   

Owens Corning

     22,403        985,284  
       

 

 

 
   
                985,284  
Chemicals – 1.8%

 

   

FMC Corp.

     20,422        1,510,411  
   

Nutrien Ltd.

     22,318        1,048,946  
   

The Mosaic Co.

     28,992        846,856  
       

 

 

 
   
                3,406,213  
Communications Equipment – 3.5%

 

   

Cisco Systems, Inc.

     150,303        6,512,629  
       

 

 

 
   
                6,512,629  
Construction Materials – 0.9%

 

   

Cemex S.A.B. de C.V., ADR(1)

     144,715        697,526  
   

CRH PLC, ADR

     36,809        969,917  
       

 

 

 
   
                1,667,443  
Consumer Finance – 1.6%

 

   

American Express Co.

     11,438        1,090,270  
   

Discover Financial Services

     31,315        1,846,959  
       

 

 

 
   
                2,937,229  
Containers & Packaging – 0.5%

 

   

WestRock Co.

     25,244        953,213  
       

 

 

 
   
                953,213  
December 31, 2018    Shares      Value  
Diversified Financial Services – 4.6%

 

   

Berkshire Hathaway, Inc., Class B(1)

     42,032      $ 8,582,094  
       

 

 

 
   
                8,582,094  
Diversified Telecommunication Services – 2.5%

 

   

Verizon Communications, Inc.

     82,611        4,644,390  
       

 

 

 
   
                4,644,390  
Electric Utilities – 0.8%

 

   

Edison International

     25,782        1,463,644  
       

 

 

 
   
                1,463,644  
Electrical Equipment – 0.8%

 

   

Eaton Corp. PLC

     22,395        1,537,641  
       

 

 

 
   
                1,537,641  
Electronic Equipment, Instruments & Components – 0.4%

 

   

TE Connectivity Ltd.

     10,474        792,149  
       

 

 

 
   
                792,149  
Energy Equipment & Services – 0.3%

 

   

Apergy Corp.(1)

     17,114        463,447  
       

 

 

 
   
                463,447  
Equity Real Estate Investment – 2.3%

 

   

Equity Residential REIT

     22,132        1,460,933  
   

Essex Property Trust, Inc. REIT

     3,902        956,810  
   

SL Green Realty Corp. REIT

     22,592        1,786,575  
       

 

 

 
   
                4,204,318  
Food & Staples Retailing – 0.9%

 

   

Walgreens Boots Alliance, Inc.

     25,657        1,753,143  
       

 

 

 
   
                1,753,143  
Food Products – 0.2%

 

   

Tyson Foods, Inc., Class A

     6,947        370,970  
       

 

 

 
   
                370,970  
Health Care Equipment & Supplies – 1.7%

 

   

Medtronic PLC

     34,580        3,145,397  
       

 

 

 
   
                3,145,397  
Health Care Providers & Services – 7.2%

 

   

Anthem, Inc.

     11,215        2,945,396  
   

Cigna Corp.

     17,011        3,230,729  
   

CVS Health Corp.

     58,683        3,844,910  
   

Laboratory Corp. of America Holdings(1)

     3,719        469,933  
   

McKesson Corp.

     14,200        1,568,674  
   

UnitedHealth Group, Inc.

     4,795        1,194,530  
       

 

 

 
   
                13,254,172  
Hotels, Restaurants & Leisure – 1.5%

 

   

Las Vegas Sands Corp.

     25,815        1,343,671  
   

Wyndham Destinations, Inc.

     22,226        796,580  
   

Wyndham Hotels & Resorts, Inc.

     16,124        731,546  
       

 

 

 
   
                2,871,797  
Household Durables – 0.7%

 

   

PulteGroup, Inc.

     20,727        538,695  
   

Toll Brothers, Inc.

     24,165        795,753  
       

 

 

 
   
                1,334,448  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

December 31, 2018    Shares      Value  
Household Products – 2.9%

 

   

The Procter & Gamble Co.

     58,194      $ 5,349,193  
       

 

 

 
   
                5,349,193  
Insurance – 5.6%

 

   

American International Group, Inc.

     56,150        2,212,871  
   

Aon PLC

     6,362        924,780  
   

Chubb Ltd.

     21,751        2,809,794  
   

Everest Re Group Ltd.

     6,981        1,520,183  
   

The Allstate Corp.

     34,520        2,852,388  
       

 

 

 
   
                10,320,016  
Interactive Media & Services – 0.5%

 

   

Alphabet, Inc., Class A(1)

     933        974,948  
       

 

 

 
   
                974,948  
IT Services – 1.2%

 

   

DXC Technology Co.

     42,701        2,270,412  
       

 

 

 
   
                2,270,412  
Machinery – 1.4%

 

   

Cummins, Inc.

     12,008        1,604,749  
   

Dover Corp.

     14,501        1,028,846  
       

 

 

 
   
                2,633,595  
Media – 3.5%

 

   

Comcast Corp., Class A

     168,114        5,724,282  
   

Liberty Global PLC, Class C(1)

     40,041        826,446  
       

 

 

 
   
                6,550,728  
Metals & Mining – 0.5%

 

   

Rio Tinto PLC, ADR

     19,394        940,221  
       

 

 

 
   
                940,221  
Multiline Retail – 1.8%

 

   

Dollar Tree, Inc.(1)

     13,294        1,200,714  
   

Nordstrom, Inc.

     11,096        517,185  
   

Target Corp.

     23,071        1,524,762  
       

 

 

 
   
                3,242,661  
Oil, Gas & Consumable Fuels – 8.8%

 

   

Chevron Corp.

     46,023        5,006,842  
   

Cimarex Energy Co.

     14,251        878,574  
   

ConocoPhillips

     42,851        2,671,760  
   

Marathon Petroleum Corp.

     49,059        2,894,972  
   

Noble Energy, Inc.

     59,694        1,119,859  
   

Royal Dutch Shell PLC, Class A, ADR

     63,947        3,726,192  
       

 

 

 
   
                16,298,199  
Pharmaceuticals – 9.7%

 

   

Johnson & Johnson

     65,223        8,417,028  
   

Novartis AG, ADR

     31,285        2,684,566  
   

Novo Nordisk A/S, ADR

     14,914        687,088  
   

Pfizer, Inc.

     139,979        6,110,083  
       

 

 

 
   
                17,898,765  
Road & Rail – 1.1%

 

   

Union Pacific Corp.

     14,501        2,004,473  
       

 

 

 
   
                2,004,473  
December 31, 2018    Shares      Value  
Software – 2.3%

 

   

Microsoft Corp.

     18,254      $ 1,854,059  
   

Oracle Corp.

     54,612        2,465,732  
       

 

 

 
   
                4,319,791  
Specialty Retail – 1.3%

 

   

Lowe’s Cos., Inc.

     14,073        1,299,782  
   

The Home Depot, Inc.

     5,947        1,021,814  
       

 

 

 
   
                2,321,596  
Technology Hardware, Storage & Peripherals – 2.8%

 

   

Apple, Inc.

     5,853        923,252  
   

HP, Inc.

     156,065        3,193,090  
   

NetApp, Inc.

     16,812        1,003,172  
       

 

 

 
   
                5,119,514  
   
Total Common Stocks
(Cost $201,547,861)

 

     184,575,324  
     
      Principal
Amount
     Value  
Short–Term Investment – 0.9%

 

 
Repurchase Agreements – 0.9%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $1,674,047, due 1/2/2019(2)

   $     1,674,000        1,674,000  
   
Total Repurchase Agreements
(Cost $1,674,000)

 

     1,674,000  
   
Total Investments – 100.5%
(Cost $203,221,861)

 

     186,249,324  
   
Liabilities in excess of other assets – (0.5)%

 

     (885,904
   
Total Net Assets – 100.0%

 

   $ 185,363,420  

 

(1) 

Non–income–producing security.

(2) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 1,665,000     $ 1,708,460  

Legend:

ADR — American Depositary Receipt

REIT — Real Estate Investment Trust

 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                      Valuation Inputs                                         
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 184,575,324        $        $        $ 184,575,324  
Repurchase Agreements                 1,674,000                   1,674,000  
Total      $     184,575,324        $     1,674,000        $     —        $     186,249,324  

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $     186,249,324  
   

Cash

    684  
   

Dividends/interest receivable

    224,914  
   

Reimbursement receivable from adviser

    19,012  
   

Foreign tax reclaims receivable

    1,254  
   

Prepaid expenses

    14,853  
   

 

 

 
   

Total Assets

    186,510,041  
   

 

 

 
   

Liabilities

   
   

Payable for investments purchased

    942,712  
   

Investment advisory fees payable

    102,057  
   

Distribution fees payable

    40,754  
   

Accrued audit fees

    15,000  
   

Payable for fund shares redeemed

    9,264  
   

Accrued custodian and accounting fees

    8,212  
   

Accrued trustees’ and officers’ fees

    2,864  
   

Accrued expenses and other liabilities

    25,758  
   

 

 

 
   

Total Liabilities

    1,146,621  
   

 

 

 
   

Total Net Assets

  $ 185,363,420  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 197,309,247  
   

Distributable loss

    (11,945,827
   

 

 

 
   

Total Net Assets

  $ 185,363,420  
   

 

 

 

Investments, at Cost

  $ 203,221,861  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with No Par Value

    16,183,681  
   

Net Asset Value Per Share

    $11.45  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $     3,418,472  
   

Interest

    8,997  
   

Withholding taxes on foreign dividends

    (36,148
   

 

 

 
   

Total Investment Income

    3,391,321  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    996,080  
   

Distribution fees

    398,964  
   

Trustees’ and officers’ fees

    104,466  
   

Professional fees

    67,019  
   

Custodian and accounting fees

    55,737  
   

Administrative fees

    44,664  
   

Transfer agent fees

    14,619  
   

Shareholder reports

    14,230  
   

Other expenses

    22,930  
   

 

 

 
   

Total Expenses

    1,718,709  
   

Less: Fees waived

    (170,304
   

 

 

 
   

Total Expenses, Net

    1,548,405  
   

 

 

 
   

Net Investment Income/(Loss)

    1,842,916  
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    530,348  
   

Net change in unrealized appreciation/(depreciation) on investments

    (19,482,381
   

 

 

 
   

Net Loss on Investments

    (18,952,033
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $     (17,109,117
   

 

 

 
         
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

Statements of Changes in Net Assets

 
   
        For the
Year Ended
12/31/18
       For the
Year Ended
12/31/17
 
       

 

 

Operations

 

   

Net investment income/(loss)

     $ 1,842,916        $ 214,522  
   

Net realized gain/(loss) from investments

       530,348          2,523,556  
   

Net change in unrealized appreciation/(depreciation) on investments

       (19,482,381        1,417,434  
      

 

 

      

 

 

 
   

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

       (17,109,117        4,155,512  
      

 

 

      

 

 

 
 

Capital Share Transactions

 

   

Proceeds from sales of shares

       204,091,727          7,437,169  
   

Cost of shares redeemed

       (17,523,968        (12,768,870
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       186,567,759          (5,331,701
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets

       169,458,642          (1,176,189
      

 

 

      

 

 

 
   

Net Assets

           
   

Beginning of year

       15,904,778          17,080,967  
      

 

 

      

 

 

 
   

End of year

     $     185,363,420        $     15,904,778  
      

 

 

      

 

 

 
   

Other Information:

           
   

Shares

           
   

Sold

       16,317,390          667,095  
   

Redeemed

       (1,371,590        (1,013,270
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       14,945,800          (346,175
      

 

 

      

 

 

 
                       

 

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


Table of Contents

 

 

This Page Intentionally Left Blank

 

 

 

 

    11


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

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

 

Financial Highlights

                                       
      Per Share Operating Performance         
     

Net Asset Value,
Beginning of
Period

     Net Investment
Income(1)
     Net Realized
and Unrealized
Gain/(Loss)
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return(2)
 
 

Year Ended 12/31/18

   $ 12.85      $ 0.15      $ (1.55   $ (1.40   $ 11.45        (10.89)
 

Year Ended 12/31/17

     10.78        0.10        1.97       2.07       12.85        19.20
 

Period Ended 12/31/16(4)

     10.00        0.03        0.75       0.78       10.78        7.80 %(5) 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN LARGE CAP DISCIPLINED VALUE VIP FUND

 

 

 

 
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment Income
to Average
Net Assets(3)
    Gross Ratio of Net
Investment Income/(Loss)
to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 185,363       0.97%       1.08%       1.16%       1.05%       56%  
 
  15,905       0.98%       1.91%       0.89%       (0.04)%       71%  
 
  17,081       0.98% (5)       2.70% (5)       0.88% (5)       (0.84)% (5)       19% (5)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

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

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


Table of Contents

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

 

1. Organization

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

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

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

2. Significant Accounting Policies

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

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

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

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

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

 

 

14    


Table of Contents

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

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2018, the Fund did not hold any derivatives.

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or

 

 

    15


Table of Contents

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

 

sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

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

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

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

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes

amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

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

3. Transactions with Affiliates

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

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.97% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 0.98%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $170,304.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. Amounts waived or reimbursed by Park Avenue pursuant to any expense

 

 

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limitation after April 9, 2018 will not be subject to Park Avenue’s recoupment rights. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
     Potential Recoupment Amounts
Expiring
 

Total Potential
Recoupment
Amounts

  2021     2020     2019  
$369,985   $ 62,448     $ 222,461     $ 85,076  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $398,964 to PAS.

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

4. Federal Income Taxes

a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses,

deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $271,924,667 and $83,447,845, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the

 

 

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right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the

performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of

Guardian Large Cap Disciplined Value VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Large Cap Disciplined Value VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

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Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the

Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the

 

 

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Sub-advisers; (ii) the investment performance of the Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also

considered, among other things, the range of investment advisory services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

 

 

 

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In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research

VIP Fund (2nd), Guardian Growth & Income VIP Fund (2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of

 

 

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Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract

investment options, and (ii) increased dividends-received deductions due to the Funds’ status under the tax laws as disregarded entities. In addition, the Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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Trustees and Officers Information Table

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

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen
by Trustees***

   Other Directorships
Held by Trustee
Independent Trustees
   
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011); Deputy Global General Counsel, Barclays Global Investors (2006-2009); Managing Director, Barclays Global Investors (1998–2006).    16    None.
   
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   
John Walters
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

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Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds
in Fund
Complex

Overseen

by Trustees***

   Other Directorships
Held by Trustee
Interested Trustees
   
Gordon Dinsmore**
(born 1952)
   Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   
Marc Costantini**
(born 1969)
   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

Member of the Audit Committee of the Trust.

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

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Gordon Dinsmore
(born 1952)
   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
   
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
   
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
   
Philip Stack
(born 1964)
   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   
James R. Anderson
(born 1963)
   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

 

    25


Table of Contents

SUPPLEMENTAL INFORMATION (UNAUDITED)

 

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

Sonya L. Crosswell

(born 1977)

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

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

26    


Table of Contents

SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

    27


Table of Contents

 

 

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

 

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

PUB8174


Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian Growth & Income VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.


 

LOGO

 

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


Table of Contents

TABLE OF CONTENTS

 

Guardian Growth & Income VIP Fund

 

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


Table of Contents

GUARDIAN GROWTH & INCOME VIP FUND

 

FUND COMMENTARY BY ALLIANCEBERNSTEIN L.P., SUB-ADVISER

Highlights

 

  Guardian Growth & Income VIP Fund (the “Fund”) returned -8.09%, outperforming the Russell 1000® Value Index1 (the “Index”), which is the Fund’s benchmark, for the 12 months ended December 31, 2018. Sector selection drove the Fund’s outperformance relative to the Index for the period. An underweight in the consumer staples sector and overweights to the technology and communication services sectors were notable contributors. An underweight to the defensive utilities sector and an overweight to the industrials sector detracted. Stock selection in the consumer discretionary, industrials and communication services sectors contributed to relative performance, while stock selection in the healthcare, financials and energy sectors detracted.

 

  The Index returned -8.27% for the year. For the period, growth stocks generally outperformed their value counterparts and large-cap stocks generally outperformed small-cap stocks.

Market Overview

Global equities ended 2018 in negative territory, marking one of the worst years for the stock market in terms of performance in a decade. Despite a relatively strong start to the year and U.S. stock indices reaching record highs, volatility spiked toward the end of the year as investors worried about the outlook for corporate earnings growth amid a more challenging global growth environment, and as the benefits of tax reform roll off. The U.S. Federal Reserve raised rates four times during 2018 as many expected, but softened its tone in December and signaled that it might slow its pace of rate hikes in 2019. An upsurge in geopolitical uncertainty regarding Brexit and budget discussions between Italy and the European Union sparked a flight to quality in the region. Slowing Chinese growth and continuing

U.S.-China trade tensions dampened investor sentiment in China toward the end of the period. In the U.S., growth stocks generally outperformed value stocks, in terms of style, and large-cap stocks generally outperformed their small-cap peers.

Portfolio Review

Sector selection drove the Fund’s outperformance relative to the Index for the period. An underweight in the consumer staples sector compared to the Index and overweights in the technology and communication services sectors were notable contributors. An underweight to the defensive utilities sector and an overweight to the industrials sector detracted. Stock selection in the consumer discretionary, industrials and communication services sectors contributed to relative performance, while stock selection in the healthcare, financials and energy sectors detracted.

Outlook

There are some indications that economic growth is slowing as the market absorbs the impact of several years of steady monetary policy tightening. We believe the economy has been operating above potential for several quarters, and a deceleration to a more trend-like growth rate reduces the risk of overheating and of financial market imbalances. In our view, the market seems concerned that a gradual deceleration will rapidly snowball into something more significant. We believe those concerns are misplaced, as incoming data continue to paint a picture of a healthy economy, with forward momentum that we believe has the potential to sustain solid growth for several more quarters.

We seek to buy attractively valued companies that we believe are good businesses, exhibit signs of improving success, and have attractive fundamentals, high free-cash-flow yields, low earnings variability and low leverage.

 

 

    1
1

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


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GUARDIAN GROWTH & INCOME VIP FUND

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

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

 

2    


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GUARDIAN GROWTH & INCOME VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $ 164,861,016   

 

 

Sector Allocation1

As of December 31, 2018

LOGO

 

   

Top Ten Holdings2

As of December 31, 2018

      
   
Holding   % of Total
Net Assets
 
Verizon Communications, Inc.     4.00%  
Berkshire Hathaway, Inc., Class B     3.98%  
Pfizer, Inc.     3.92%  
JPMorgan Chase & Co.     3.89%  
Walmart, Inc.     3.78%  
Cigna Corp.     2.87%  
DR Horton, Inc.     2.66%  
Raytheon Co.     2.57%  
Cisco Systems, Inc.     2.48%  
Comcast Corp., Class A     2.45%  
Total     32.60%  

 

1

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

2

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

    3


Table of Contents

GUARDIAN GROWTH & INCOME VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian Growth & Income VIP Fund     9/1/2016       -8.09%                   7.39%  
Russell 1000® Value Index             -8.27%                   4.63%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Growth & Income VIP Fund and the Russell 1000® Value Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

4    


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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
     Beginning
Account Value
7/1/18
  Ending
Account Value
12/31/18
    Expenses Paid
During Period*
7/1/18-12/31/18
    Expense Ratio
During Period
7/1/18-12/31/18
 
Based on Actual Return   $1,000.00   $ 935.10     $ 4.93       1.01%  
Based on Hypothetical Return (5% Return Before Expenses)   $1,000.00   $ 1,020.11     $ 5.14       1.01%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

    5


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

December 31, 2018    Shares      Value  
Common Stocks – 95.9%        
Aerospace & Defense – 2.6%

 

   

Raytheon Co.

     27,629      $     4,236,907  
       

 

 

 
   
                4,236,907  
Airlines – 1.9%        
   

Delta Air Lines, Inc.

     25,781        1,286,472  
   

Southwest Airlines Co.

     39,804        1,850,090  
       

 

 

 
   
                3,136,562  
Auto Components – 1.0%        
   

BorgWarner, Inc.

     49,172        1,708,235  
       

 

 

 
   
                1,708,235  
Banks – 5.9%        
   

Citigroup, Inc.

     63,586        3,310,287  
   

JPMorgan Chase & Co.

     65,680        6,411,682  
       

 

 

 
   
                9,721,969  
Biotechnology – 3.6%        
   

Biogen, Inc.(1)

     8,671        2,609,277  
   

Celgene Corp.(1)

     23,214        1,487,785  
   

Gilead Sciences, Inc.

     29,928        1,871,997  
       

 

 

 
   
                5,969,059  
Capital Markets – 2.6%        
   

Northern Trust Corp.

     19,362        1,618,470  
   

The Goldman Sachs Group, Inc.

     16,358        2,732,604  
       

 

 

 
   
                4,351,074  
Communications Equipment – 3.3%

 

   

Cisco Systems, Inc.

     94,435        4,091,868  
   

F5 Networks, Inc.(1)

     8,053        1,304,828  
       

 

 

 
   
                5,396,696  
Construction & Engineering – 0.6%

 

   

EMCOR Group, Inc.

     16,688        996,107  
       

 

 

 
   
                996,107  
Consumer Finance – 1.0%        
   

Capital One Financial Corp.

     21,729        1,642,495  
       

 

 

 
   
                1,642,495  
Diversified Financial Services – 4.0%

 

   

Berkshire Hathaway, Inc., Class B(1)

     32,137        6,561,733  
       

 

 

 
   
                6,561,733  
Diversified Telecommunication Services – 4.9%

 

   

AT&T, Inc.

     52,396        1,495,382  
   

Verizon Communications, Inc.

     117,441        6,602,533  
       

 

 

 
   
                8,097,915  
Electric Utilities – 1.0%        
   

Exelon Corp.

     37,327        1,683,448  
       

 

 

 
   
                1,683,448  
Electrical Equipment – 0.5%        
   

Acuity Brands, Inc.

     7,592        872,700  
       

 

 

 
   
                872,700  
Electronic Equipment, Instruments & Components – 0.8%

 

   

Coherent, Inc.(1)

     4,960        524,321  
   

Keysight Technologies, Inc.(1)

     12,834        796,735  
       

 

 

 
   
                1,321,056  
December 31, 2018    Shares      Value  
Energy Equipment & Services – 0.8%

 

   

Dril-Quip, Inc.(1)

     21,703      $     651,741  
   

National Oilwell Varco, Inc.

     27,903        717,107  
       

 

 

 
   
                1,368,848  
Entertainment – 2.3%

 

   

The Walt Disney Co.

     35,260        3,866,259  
       

 

 

 
   
                3,866,259  
Equity Real Estate Investment – 2.2%

 

   

Regency Centers Corp. REIT

     62,610        3,673,955  
       

 

 

 
   
                3,673,955  
Food & Staples Retailing – 5.8%

 

   

Walgreens Boots Alliance, Inc.

     48,469        3,311,887  
   

Walmart, Inc.

     66,891        6,230,896  
       

 

 

 
   
                9,542,783  
Health Care Providers & Services – 6.1%

 

   

Anthem, Inc.

     10,278        2,699,311  
   

Cigna Corp.

     24,910        4,730,907  
   

Quest Diagnostics, Inc.

     30,947        2,576,957  
       

 

 

 
   
                10,007,175  
Household Durables – 3.4%

 

   

DR Horton, Inc.

     126,580        4,387,263  
   

Garmin Ltd.

     19,383        1,227,331  
       

 

 

 
   
                5,614,594  
Insurance – 5.1%

 

   

Aflac, Inc.

     13,497        614,923  
   

Fidelity National Financial, Inc.

     67,811        2,131,978  
   

Reinsurance Group of America, Inc.

     12,028        1,686,686  
   

The Allstate Corp.

     48,682        4,022,594  
       

 

 

 
   
                8,456,181  
Internet & Direct Marketing Retail – 0.7%

 

   

Expedia Group, Inc.

     10,160        1,144,524  
       

 

 

 
   
                1,144,524  
IT Services – 2.0%

 

   

Akamai Technologies, Inc.(1)

     19,697        1,203,093  
   

Cognizant Technology Solutions Corp., Class A

     27,302        1,733,131  
   

Euronet Worldwide, Inc.(1)

     4,037        413,308  
       

 

 

 
   
                3,349,532  
Machinery – 4.0%        
   

Altra Industrial Motion Corp.

     44,652        1,122,998  
   

Crane Co.

     26,952        1,945,395  
   

PACCAR, Inc.

     23,233        1,327,534  
   

Parker-Hannifin Corp.

     8,192        1,221,755  
   

WABCO Holdings, Inc.(1)

     8,465        908,633  
       

 

 

 
   
                6,526,315  
Media – 3.4%        
   

Comcast Corp., Class A

     118,601        4,038,364  
   

Discovery, Inc., Class A(1)

     64,662        1,599,738  
       

 

 

 
   
                5,638,102  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

December 31, 2018    Shares      Value  
Oil, Gas & Consumable Fuels – 6.8%

 

   

Apache Corp.

     45,437      $     1,192,721  
   

ConocoPhillips

     55,425        3,455,749  
   

Exxon Mobil Corp.

     36,337        2,477,820  
   

Noble Energy, Inc.

     93,795        1,759,594  
   

Phillips 66

     26,730        2,302,790  
       

 

 

 
   
                11,188,674  
Pharmaceuticals – 8.3%

 

   

Eli Lilly & Co.

     29,613        3,426,816  
   

Pfizer, Inc.

     147,921        6,456,752  
   

Roche Holding AG, ADR

     121,940        3,789,895  
       

 

 

 
   
                13,673,463  
Real Estate Management & Development – 1.9%

 

   

CBRE Group, Inc., Class A(1)

     76,937        3,080,558  
       

 

 

 
   
                3,080,558  
Road & Rail – 3.0%

 

   

Kansas City Southern

     10,583        1,010,147  
   

Knight-Swift Transportation Holdings, Inc.

     41,251        1,034,163  
   

Norfolk Southern Corp.

     13,074        1,955,086  
   

Saia, Inc.(1)

     16,025        894,515  
       

 

 

 
   
                4,893,911  
Semiconductors & Semiconductor Equipment – 2.5%

 

   

Intel Corp.

     43,345        2,034,181  
   

QUALCOMM, Inc.

     20,616        1,173,257  
   

Skyworks Solutions, Inc.

     13,262        888,819  
       

 

 

 
   
                4,096,257  
Specialty Retail – 0.3%

 

   

Murphy USA, Inc.(1)

     5,624        431,023  
       

 

 

 
   
                431,023  
Technology Hardware, Storage & Peripherals – 1.6%

 

   

Apple, Inc.

     11,331        1,787,352  
   

HP, Inc.

     43,777        895,677  
       

 

 

 
   
                2,683,029  
December 31, 2018    Shares     Value  
Tobacco – 2.0%

 

   

Altria Group, Inc.

     38,771     $     1,914,900  
   

Philip Morris International, Inc.

     20,416       1,362,972  
      

 

 

 
   
               3,277,872  
   
Total Common Stocks
(Cost $170,309,518)

 

    158,209,011  
    
      Principal
Amount
    Value  
Short–Term Investment – 3.9%

 

 
Repurchase Agreements – 3.9%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $6,393,178, due 1/2/2019(2)

   $     6,393,000       6,393,000  
   
Total Repurchase Agreements
(Cost $6,393,000)

 

    6,393,000  
   
Total Investments – 99.8%
(Cost $176,702,518)

 

    164,602,011  
   
Assets in excess of other liabilities – 0.2%

 

    259,005  
   
Total Net Assets – 100.0%

 

  $     164,861,016  

 

(1) 

Non–income–producing security.

(2) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 6,355,000     $ 6,520,878  

Legend:

ADR — American Depositary Receipt

REIT — Real Estate Investment Trust

 

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                      Valuation Inputs                                         
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 158,209,011        $        $        $ 158,209,011  
Repurchase Agreements                 6,393,000                   6,393,000  
Total      $     158,209,011        $     6,393,000        $     —        $     164,602,011  

 

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


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FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $     164,602,011  
   

Cash

    156,498  
   

Receivable for investments sold

    331,446  
   

Dividends/interest receivable

    268,569  
   

Reimbursement receivable from adviser

    15,719  
   

Receivable for fund shares subscribed

    258  
   

Prepaid expenses

    13,031  
   

 

 

 
   

Total Assets

    165,387,532  
   

 

 

 
   

Liabilities

   
   

Payable for investments purchased

    327,092  
   

Investment advisory fees payable

    91,250  
   

Distribution fees payable

    36,251  
   

Payable for fund shares redeemed

    22,552  
   

Accrued audit fees

    15,000  
   

Accrued custodian and accounting fees

    7,096  
   

Accrued trustees’ and officers’ fees

    2,568  
   

Accrued expenses and other liabilities

    24,707  
   

 

 

 
   

Total Liabilities

    526,516  
   

 

 

 
   

Total Net Assets

  $ 164,861,016  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 170,714,823  
   

Distributable loss

    (5,853,807
   

 

 

 
   

Total Net Assets

  $ 164,861,016  
   

 

 

 

Investments, at Cost

  $ 176,702,518  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with No Par Value

    13,961,366  
   

Net Asset Value Per Share

    $11.81  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $ 2,741,014  
   

Interest

    23,733  
   

Withholding taxes on foreign dividends

    (793
   

 

 

 
   

Total Investment Income

    2,763,954  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    886,357  
   

Distribution fees

    353,547  
   

Trustees’ and officers’ fees

    83,831  
   

Professional fees

    61,046  
   

Custodian and accounting fees

    47,301  
   

Administrative fees

    44,739  
   

Transfer agent fees

    17,981  
   

Shareholder reports

    14,010  
   

Other expenses

    21,057  
   

 

 

 
   

Total Expenses

    1,529,869  
   

Less: Fees waived

    (102,381
   

 

 

 
   

Total Expenses, Net

    1,427,488  
   

 

 

 
   

Net Investment Income/(Loss)

    1,336,466  
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

           3,393,124  
   

Net change in unrealized appreciation/(depreciation) on investments

    (13,699,311
   

 

 

 
   

Net Loss on Investments

    (10,306,187
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $ (8,969,721
   

 

 

 
         
 

 

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


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FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND

 

Statements of Changes in Net Assets

                   
   
        For the
Year Ended
12/31/18
       For the
Year Ended
12/31/17
 
       

 

 

Operations

           
   

Net investment income/(loss)

     $ 1,336,466        $ 113,751  
   

Net realized gain/(loss) from investments

       3,393,124          1,377,223  
   

Net change in unrealized appreciation/(depreciation) on investments

       (13,699,311        1,129,781  
      

 

 

      

 

 

 
   

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

       (8,969,721        2,620,755  
      

 

 

      

 

 

 
   

Capital Share Transactions

           
   

Proceeds from sales of shares

       183,635,093          5,027,525  
   

Cost of shares redeemed

       (20,346,714        (6,562,771
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       163,288,379          (1,535,246
      

 

 

      

 

 

 
   

Net Increase in Net Assets

       154,318,658          1,085,509  
      

 

 

      

 

 

 
   

Net Assets

           
   

Beginning of year

       10,542,358          9,456,849  
      

 

 

      

 

 

 
   

End of year

     $     164,861,016        $     10,542,358  
      

 

 

      

 

 

 
   

Other Information:

           
   

Shares

           
   

Sold

       14,707,417          455,605  
   

Redeemed

       (1,566,707        (518,800
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       13,140,710          (63,195
      

 

 

      

 

 

 
                       

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND

 

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

 

Financial Highlights

                                             
      Per Share Operating Performance         
          
    
Net Asset Value,
Beginning of
Period
     Net Investment
Income(1)
     Net Realized
and Unrealized
Gain/(Loss)
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return(2)
 
 

Year Ended 12/31/18

   $ 12.85      $ 0.12      $ (1.16   $ (1.04   $ 11.81        (8.09)
 

Year Ended 12/31/17

     10.70        0.09        2.06       2.15       12.85        20.09
 

Period Ended 12/31/16(4)

     10.00        0.04        0.66       0.70       10.70        7.00 %(5) 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN GROWTH & INCOME VIP FUND

 

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment Income
to Average
Net Assets(3)
    Gross Ratio of Net
Investment
Income/(Loss)
to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 164,861       1.01%       1.08%       0.94%       0.87%       58%  
 
  10,542       0.98%       2.04%       0.81%       (0.25)%       85%  
 
  9,457       0.98% (5)       3.11% (5)       1.20% (5)       (0.93)% (5)       11% (5)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

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

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

December 31, 2018

1. Organization

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

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

The Fund seeks long-term growth of capital.

2. Significant Accounting Policies

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

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

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

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

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

 

 

12    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

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

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2018, the Fund did not hold any derivatives.

 

 

    13


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

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

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

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

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

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

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

3. Transactions with Affiliates

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

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.01% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 0.98%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $102,381.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in

 

 

14    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. Amounts waived or reimbursed by Park Avenue pursuant to any expense limitation after April 9, 2018 will not be subject to Park Avenue’s recoupment rights. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
     Potential Recoupment Amounts
Expiring
 

Total Potential
Recoupment
Amounts

  2021     2020     2019  
$252,225   $ 45,009     $ 147,462     $ 59,754  

 

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

 

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

 

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $353,547 to PAS.

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

 

4. Federal Income Taxes

a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity

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

 

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $235,861,577 and $74,381,161, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require

 

 

    15


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN GROWTH & INCOME VIP FUND

 

the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are

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

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of

Guardian Growth & Income VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Growth & Income VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

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Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the

Trustees evaluated information and factors that they considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the

 

 

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Sub-advisers; (ii) the investment performance of the Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the

Funds by the Sub-advisers. The Trustees also considered, among other things, the range of investment advisory services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

 

 

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In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research

VIP Fund (2nd), Guardian Growth & Income VIP Fund (2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of

 

 

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Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract

investment options, and (ii) increased dividends-received deductions due to the Funds’ status under the tax laws as disregarded entities. In addition, the Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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Trustees and Officers Information Table

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

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
   Principal
Occupation(s)
During Past Five Years
   Number of
Funds
in Fund
Complex
Overseen
by Trustees***
   Other Directorships
Held by Trustee
   
Independent Trustees                    
   
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013– 2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013– 2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011); Deputy Global General Counsel, Barclays Global Investors (2006–2009); Managing Director, Barclays Global Investors (1998–2006).    16    None.
   
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   
John Walters
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Interested Trustees                        
   
Gordon Dinsmore**
(born 1952)
   Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   
Marc Costantini**
(born 1969)
   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014– 2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

 

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

 

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

 

Member of the Audit Committee of the Trust.

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

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Gordon Dinsmore
(born 1952)
   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
   
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
   
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
   
Philip Stack
(born 1964)
   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   
James R. Anderson
(born 1963)
   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.
   
Sonya L. Crosswell
(born 1977)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

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

 

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Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian Mid Cap Traditional Growth VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.



 

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Table of Contents

TABLE OF CONTENTS

 

Guardian Mid Cap Traditional Growth VIP Fund

 

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

FUND COMMENTARY OF JANUS CAPITAL MANAGEMENT LLC, SUB-ADVISER

Highlights

 

  Guardian Mid Cap Traditional Growth VIP Fund (the “Fund”) returned -3.54%, outperforming its benchmark, the Russell Midcap® Growth Index1 (the “Index”), for the 12 months ended December 31, 2018. Stock selection in the financials and health care sectors contributed to relative performance, as did the Fund’s underweight to the materials sector.

 

  The Index returned -4.75% for the year. The materials and energy sectors were the worst-performing sectors in the Index.

Market Overview

Mid-cap stocks were volatile and broadly lost ground during the 12 months ended December 31, 2018. While corporate earnings growth was solid, rising U.S. interest rates and global trade tensions all weighed on stocks for much of the period. In the fourth quarter, markets fell sharply as trade tensions between the U.S. and China escalated and data suggested weaker international economic growth.

Portfolio Review

The Fund outperformed the Index during the period. Stock selection in the financials and health care sectors contributed to relative performance, as did the Fund’s underweight to the materials sector. Stock selection in the industrials sector was another contributor to relative results. The Fund’s underweight to the consumer staples sector detracted from relative

performance. Stock selection in the technology sector was another detractor from relative performance.

Outlook

We believe many of the issues that roiled markets toward the end of the year — trade conflict, Brexit negotiations, uncertainty about global growth and monetary tightening — are likely to persist. As a result, we expect more volatility in the coming months. In the fourth quarter, consumer staples stocks broadly outperformed the rest of the market. As of December 31, 2018, the Fund was underweight the consumer staples sector, compared to the Index. We believe these stocks trade at high valuations relative to the market and that other trends, such as changing consumer preferences, have created further headwinds for consumer staples companies.

In recent months we have increased the Fund’s exposure to financial technology and information services companies. Another area where we see opportunity is in medical device companies. A convergence of factors, including innovation, a rising global middle class that demands better health care, and a rising aging population, all underpin strong demand, in our view. Similar to information services companies, the potentially critical impact of medical devices on patient survival removes cyclicality from their revenue streams. Both information services and medical device stocks generally trade at a slight premium to consumer staples companies, but in our view, they have similar defensive characteristics, stronger competitive advantages and greater potential for growth.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

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

 

1

The Russell Midcap® Growth Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell Midcap® Index with higher price-to-book ratios and higher forecasted growth values. (The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which consists of the 1,000 largest U.S. companies based on total market capitalization.) Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

    1


Table of Contents

GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $110,065,187

 

 

 

Sector Allocation1

As of December 31, 2018

LOGO

 

 

Top Ten Holdings2

As of December 31, 2018

 
   
Holding   % of Total
Net Assets
 
Sensata Technologies Holding PLC     2.78%  
TD Ameritrade Holding Corp.     2.75%  
Boston Scientific Corp.     2.44%  
Lamar Advertising Co., Class A REIT     2.24%  
TE Connectivity Ltd.     2.22%  
WEX, Inc.     2.20%  
Constellation Software, Inc. (Canada)     2.16%  
PerkinElmer, Inc.     2.15%  
SS&C Technologies Holdings, Inc.     2.10%  
Crown Castle International Corp. REIT     2.09%  
Total     23.13%  

 

1

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

2

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

 

2    


Table of Contents

GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

Fund Performance (unaudited)

 

 
Average Annual Total Returns
As of December 31, 2018
 
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian Mid Cap Traditional Growth VIP Fund     9/1/2016       -3.54%                   9.16%  
Russell Midcap® Growth Index             -4.75%                   7.95%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Mid Cap Traditional Growth VIP Fund and the Russell Midcap® Growth Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

    3


Table of Contents

UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning
Account Value

7/1/18

 

Ending

Account Value
12/31/18

   

Expenses Paid

During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $ 1,000.00   $ 913.60     $ 5.31       1.10%  
Based on Hypothetical Return (5% Return Before Expenses)   $ 1,000.00   $ 1,019.66     $ 5.60       1.10%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

4    


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

December 31, 2018    Shares      Value  
Common Stocks – 98.2%

 

 
Aerospace & Defense – 2.6%

 

   

Harris Corp.

     7,798      $     1,050,001  
   

Teledyne Technologies, Inc.(1)

     8,735        1,808,756  
       

 

 

 
   
         2,858,757  
Airlines – 0.7%

 

   

Ryanair Holdings PLC, ADR(1)

     11,083        790,661  
       

 

 

 
   
         790,661  
Auto Components – 0.3%

 

   

Visteon Corp.(1)

     6,182        372,651  
       

 

 

 
   
         372,651  
Banks – 0.6%

 

   

SVB Financial Group(1)

     3,169        601,856  
       

 

 

 
   
         601,856  
Biotechnology – 2.4%

 

   

ACADIA Pharmaceuticals, Inc.(1)

     18,158        293,615  
   

Alkermes PLC(1)

     10,615        313,249  
   

Celgene Corp.(1)

     11,546        739,983  
   

Neurocrine Biosciences, Inc.(1)

     12,954        925,045  
   

Sarepta Therapeutics, Inc.(1)

     3,195        348,670  
       

 

 

 
   
         2,620,562  
Building Products – 0.9%

 

   

AO Smith Corp.

     21,790        930,433  
       

 

 

 
   
         930,433  
Capital Markets – 5.5%

 

   

LPL Financial Holdings, Inc.

     35,871        2,191,001  
   

MSCI, Inc.

     5,553        818,679  
   

TD Ameritrade Holding Corp.

     61,916        3,031,407  
       

 

 

 
   
         6,041,087  
Commercial Services & Supplies – 3.4%

 

   

Cimpress N.V.(1)

     14,119        1,460,187  
   

Edenred (France)

     26,726        979,700  
   

Ritchie Bros Auctioneers, Inc.

     40,184        1,314,820  
       

 

 

 
   
         3,754,707  
Consumer Finance – 0.5%

 

   

Synchrony Financial

     24,553        576,013  
       

 

 

 
   
         576,013  
Containers & Packaging – 1.5%

 

   

Sealed Air Corp.

     47,802        1,665,422  
       

 

 

 
   
         1,665,422  
Diversified Consumer Services – 1.4%

 

   

frontdoor, Inc.(1)

     15,793        420,252  
   

ServiceMaster Global Holdings, Inc.(1)

     31,587        1,160,506  
       

 

 

 
   
         1,580,758  
Electrical Equipment – 3.2%

 

   

AMETEK, Inc.

     6,022        407,689  
   

Sensata Technologies Holding PLC(1)

     68,294        3,062,303  
       

 

 

 
   
         3,469,992  
Electronic Equipment, Instruments & Components – 6.2%

 

   

Belden, Inc.

     14,484        604,997  
                   
December 31, 2018    Shares      Value  
Electronic Equipment, Instruments & Components (continued)

 

   

Dolby Laboratories, Inc., Class A

     16,642      $ 1,029,141  
   

Flex Ltd.(1)

     116,082        883,384  
   

National Instruments Corp.

     39,661        1,799,816  
   

TE Connectivity Ltd.

     32,299        2,442,774  
       

 

 

 
   
         6,760,112  
Entertainment – 0.5%

 

   

Liberty Media Corp-Liberty Formula One, Class C(1)

     18,010        552,907  
       

 

 

 
   
         552,907  
Equity Real Estate Investment – 4.3%

 

   

Crown Castle International Corp. REIT

     21,188        2,301,652  
   

Lamar Advertising Co., Class A REIT

     35,594        2,462,393  
       

 

 

 
   
         4,764,045  
Health Care Equipment & Supplies – 7.6%

 

   

Boston Scientific Corp.(1)

     76,002        2,685,911  
   

ICU Medical, Inc.(1)

     4,527        1,039,535  
   

STERIS PLC

     2,059        220,004  
   

Teleflex, Inc.

     4,128        1,067,005  
   

The Cooper Cos., Inc.

     8,910        2,267,595  
   

Varian Medical Systems, Inc.(1)

     9,004        1,020,243  
       

 

 

 
   
         8,300,293  
Health Care Technology – 1.3%

 

   

athenahealth, Inc.(1)

     10,800        1,424,844  
       

 

 

 
   
         1,424,844  
Hotels, Restaurants & Leisure – 3.2%

 

   

Aramark

     29,391        851,457  
   

Dunkin’ Brands Group, Inc.

     25,265        1,619,992  
   

Norwegian Cruise Line Holdings Ltd.(1)

     24,481        1,037,750  
       

 

 

 
   
         3,509,199  
Industrial Conglomerates – 1.1%

 

   

Carlisle Cos., Inc.

     11,869        1,193,072  
       

 

 

 
   
         1,193,072  
Insurance – 4.7%

 

   

Aon PLC

     15,146        2,201,623  
   

Intact Financial Corp. (Canada)

     19,390        1,408,800  
   

WR Berkley Corp.

     21,534        1,591,578  
       

 

 

 
   
         5,202,001  
Internet & Direct Marketing Retail – 0.4%

 

   

Wayfair, Inc., Class A(1)

     4,825        434,636  
       

 

 

 
   
         434,636  
IT Services – 10.5%

 

   

Amdocs Ltd.

     30,960        1,813,637  
   

Broadridge Financial Solutions, Inc.

     10,181        979,921  
   

Euronet Worldwide, Inc.(1)

     4,919        503,607  
   

Fidelity National Information Services, Inc.

     16,246        1,666,027  
   

Gartner, Inc.(1)

     9,186        1,174,338  
   

Global Payments, Inc.

     20,459        2,109,937  
   

GoDaddy, Inc., Class A(1)

     13,599        892,367  
   

WEX, Inc.(1)

     17,268        2,418,556  
       

 

 

 
   
         11,558,390  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

December 31, 2018    Shares      Value  
Life Sciences Tools & Services – 5.5%

 

   

IQVIA Holdings, Inc.(1)

     16,026      $     1,861,741  
   

PerkinElmer, Inc.

     30,164        2,369,382  
   

Waters Corp.(1)

     9,597        1,810,474  
       

 

 

 
   
         6,041,597  
Machinery – 2.1%

 

   

Rexnord Corp.(1)

     49,436        1,134,556  
   

The Middleby Corp.(1)

     7,638        784,652  
   

Wabtec Corp.

     6,112        429,368  
       

 

 

 
   
         2,348,576  
Media – 0.8%

 

   

Omnicom Group, Inc.

     12,550        919,162  
       

 

 

 
   
         919,162  
Oil, Gas & Consumable Fuels – 0.1%

 

   

World Fuel Services Corp.

     7,056        151,069  
       

 

 

 
   
         151,069  
Pharmaceuticals – 0.8%

 

   

Catalent, Inc.(1)

     21,486        669,933  
   

Elanco Animal Health, Inc.(1)

     5,292        166,857  
       

 

 

 
   
         836,790  
Professional Services – 4.5%

 

   

CoStar Group, Inc.(1)

     5,458        1,841,202  
   

IHS Markit Ltd.(1)

     20,824        998,927  
   

Verisk Analytics, Inc.(1)

     19,580        2,135,003  
       

 

 

 
   
         4,975,132  
Road & Rail – 0.8%

 

   

Old Dominion Freight Line, Inc.

     7,393        912,962  
       

 

 

 
   
         912,962  
Semiconductors & Semiconductor Equipment – 7.4%

 

   

KLA-Tencor Corp.

     19,598        1,753,825  
   

Lam Research Corp.

     9,389        1,278,500  
   

Microchip Technology, Inc.

     31,833        2,289,429  
   

ON Semiconductor Corp.(1)

     90,746        1,498,217  
   

Xilinx, Inc.

     14,789        1,259,579  
       

 

 

 
   
         8,079,550  
Software – 9.4%

 

   

Atlassian Corp. PLC, Class A(1)

     20,546        1,828,183  
   

Constellation Software, Inc. (Canada)

     3,713        2,376,679  
   

Intuit, Inc.

     3,557        700,195  
   

Nice Ltd., ADR(1)

     17,111        1,851,581  
   

SS&C Technologies Holdings, Inc.

     51,162        2,307,918  
                   
December 31, 2018    Shares      Value  
Software (continued)

 

   

The Ultimate Software Group, Inc.(1)

     5,125      $ 1,254,959  
       

 

 

 
   
         10,319,515  
Specialty Retail – 0.6%

 

   

Williams-Sonoma, Inc.

     13,617        686,978  
       

 

 

 
   
         686,978  
Textiles, Apparel & Luxury Goods – 2.8%

 

   

Carter’s, Inc.

     7,845        640,309  
   

Gildan Activewear, Inc.

     63,289        1,921,454  
   

Lululemon Athletica, Inc.(1)

     4,518        549,434  
       

 

 

 
   
         3,111,197  
Trading Companies & Distributors – 0.6%

 

   

Ferguson PLC (United Kingdom)

     10,925        699,702  
       

 

 

 
   
         699,702  
   
Total Common Stocks
(Cost $116,475,715)

 

     108,044,628  
     
      Principal
Amount
     Value  
Short-Term Investment – 2.0%

 

 
Repurchase Agreements – 2.0%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $2,215,062, due 1/2/2019(2)

   $     2,215,000        2,215,000  
   
Total Repurchase Agreements
(Cost $2,215,000)

 

     2,215,000  
   
Total Investments – 100.2%
(Cost $118,690,715)

 

     110,259,628  
   
Liabilities in excess of other assets – (0.2)%

 

     (194,441
   
Total Net Assets – 100.0%

 

   $ 110,065,187  

 

(1) 

Non–income–producing security.

(2) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 2,205,000     $ 2,262,555  

Legend:

ADR — American Depositary Receipt

REIT — Real Estate Investment Trust

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                      Valuation Inputs                                      
Investments in Securities      Level 1        Level 2        Level 3     Total  
Common Stocks      $ 106,365,226        $ 1,679,402      $     $ 108,044,628  
Repurchase Agreements                 2,215,000                2,215,000  
Total      $     106,365,226        $     3,894,402        $     —     $     110,259,628  

 

*

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

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $     110,259,628  
   

Cash

    75  
   

Foreign currency, at value

    8,451  
   

Receivable for investments sold

    66,293  
   

Dividends/interest receivable

    24,236  
   

Reimbursement receivable from adviser

    20,102  
   

Prepaid expenses

    8,891  
   

 

 

 
   

Total Assets

    110,387,676  
   

 

 

 
   

Liabilities

   
   

Payable for investments purchased

    172,052  
   

Investment advisory fees payable

    75,919  
   

Distribution fees payable

    23,891  
   

Accrued audit fees

    15,000  
   

Accrued custodian and accounting fees

    8,707  
   

Payable for fund shares redeemed

    5,231  
   

Accrued trustees’ and officers’ fees

    1,640  
   

Accrued expenses and other liabilities

    20,049  
   

 

 

 
   

Total Liabilities

    322,489  
   

 

 

 
   

Total Net Assets

  $ 110,065,187  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 111,638,550  
   

Distributable loss

    (1,573,363
   

 

 

 
   

Total Net Assets

  $ 110,065,187  
   

 

 

 

Investments, at Cost

  $ 118,690,715  
   

 

 

 

Foreign Currency, at Cost

  $ 8,447  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with
No Par Value

    8,968,891  
   

Net Asset Value Per Share

    $12.27  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $ 987,070  
   

Interest

    8,441  
   

Withholding taxes on foreign dividends

    (17,103
   

 

 

 
   

Total Investment Income

    978,408  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    753,294  
   

Distribution fees

    238,360  
   

Trustees’ and officers’ fees

    68,112  
   

Custodian and accounting fees

    57,537  
   

Professional fees

    53,686  
   

Administrative fees

    44,722  
   

Transfer agent fees

    13,460  
   

Shareholder reports

    9,550  
   

Other expenses

    14,056  
   

 

 

 
   

Total Expenses

    1,252,777  
   

Less: Fees waived

    (204,348
   

 

 

 
   

Total Expenses, Net

    1,048,429  
   

 

 

 
   

Net Investment Income/(Loss)

    (70,021
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    5,096,243  
   

Net realized gain/(loss) from foreign currency transactions

    (4,392
   

Net change in unrealized appreciation/(depreciation) on investments

    (10,889,841
   

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

    (1
   

 

 

 
   

Net Loss on Investments and Foreign Currency Transactions

    (5,797,991
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $ (5,868,012
   

 

 

 
         
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

Statements of Changes in Net Assets

                   
   
        For the
Year Ended
12/31/18
       For the
Year Ended
12/31/17
 
       

 

 

Operations

 

   

Net investment income/(loss)

     $ (70,021      $ (35,939
   

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

       5,091,851          1,871,114  
   

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

       (10,889,842        2,448,658  
      

 

 

      

 

 

 
   

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

       (5,868,012        4,283,833  
      

 

 

      

 

 

 
 

Capital Share Transactions

 

   

Proceeds from sales of shares

       120,913,855          4,000,864  
   

Cost of shares redeemed

       (17,662,081        (8,875,001
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       103,251,774          (4,874,137
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets

       97,383,762          (590,304
      

 

 

      

 

 

 
 

Net Assets

 

   

Beginning of year

       12,681,425          13,271,729  
      

 

 

      

 

 

 
   

End of year

     $ 110,065,187        $ 12,681,425  
      

 

 

      

 

 

 
 

Other Information:

 

   

Shares

           
   

Sold

       9,277,053          377,261  
   

Redeemed

       (1,305,053        (708,621
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       7,972,000          (331,360
      

 

 

      

 

 

 
                       

 

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


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FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

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

 

Financial Highlights

                                      
      Per Share Operating Performance         
          
    
Net Asset Value,
Beginning of
Period
     Net Investment
Income/(Loss)(1)
    Net Realized
and Unrealized
Gain/(Loss)
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return(2)
 
 

Year Ended 12/31/18

   $ 12.72      $ (0.01   $ (0.44   $ (0.45   $ 12.27        (3.54)
 

Year Ended 12/31/17

     9.99        (0.02     2.75       2.73       12.72        27.33
 

Period Ended 12/31/16(4)

     10.00        0.00 (5)       (0.01     (0.01     9.99        (0.10) %(6) 

 

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


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FINANCIAL INFORMATION — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

 

 
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment
Income/(Loss)
to Average
Net Assets(3)
    Gross Ratio of Net
Investment Loss
to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 110,065       1.10%       1.31%       (0.07)     (0.28 )%      30%  
 
  12,681       1.09%       2.15%       (0.20)     (1.26 )%      35%  
 
  13,272       1.09% (6)       2.93% (6)       0.14 %(6)      (1.70 )%(6)      5% (6)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income/(Loss) to Average Net Assets include the effect of fee waivers and expense limitations.

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Rounds to $0.00 per share.

 

(6) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

December 31, 2018

1. Organization

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

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

The Fund seeks long-term growth of capital.

2. Significant Accounting Policies

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

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

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

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

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

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

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

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2018, the Fund did not hold any derivatives.

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

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

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

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

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

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

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

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.80% up to $100 million, 0.75% up to $300 million, and 0.73% in excess of $300 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.10% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 1.09%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $204,348.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

the time of the recoupment, if any. Amounts waived or reimbursed by Park Avenue pursuant to any expense limitation after April 9, 2018 will not be subject to Park Avenue’s recoupment rights. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
     Potential Recoupment Amounts
Expiring
 

Total Potential

Recoupment

Amounts

  2021     2020     2019  
$328,231   $ 54,113     $ 192,946     $ 81,172  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $238,360 to PAS.

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

4. Federal Income Taxes

a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity

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

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $128,333,138 and $26,614,556, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP TRADITIONAL GROWTH VIP FUND

 

business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are

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

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of

Guardian Mid Cap Traditional Growth VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Mid Cap Traditional Growth VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the Trustees evaluated information and factors that they

considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the Sub-advisers; (ii) the investment performance of the

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also

considered, among other things, the range of investment advisory services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research VIP Fund (2nd), Guardian Growth & Income VIP Fund

(2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract investment options,

and (ii) increased dividends-received deductions due to the Funds’ status under the tax laws as disregarded entities. In addition, the Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Trustees and Officers Information Table

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

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Independent Trustees
   
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013– 2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013– 2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009-2011); Deputy Global General Counsel, Barclays Global Investors (2006-2009); Managing Director, Barclays Global Investors (1998-2006).    16    None.
   
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   
John Walters
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Interested Trustees
   
Gordon Dinsmore** (born 1952)    Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   
Marc Costantini** (born 1969)    Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014– 2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

Member of the Audit Committee of the Trust.

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

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Gordon Dinsmore
(born 1952)
   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
   
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
   
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
   
Philip Stack
(born 1964)
   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   
James R. Anderson
(born 1963)
   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Sonya L. Crosswell (born 1977)    Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

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

 

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

PUB8177


Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian Mid Cap Relative Value VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.



 

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


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TABLE OF CONTENTS

 

Guardian Mid Cap Relative Value VIP Fund

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

FUND COMMENTARY OF WELLS CAPITAL MANAGEMENT INCORPORATED, SUB-ADVISER

Highlights

 

  Guardian Mid Cap Relative Value VIP Fund (the “Fund”) returned -14.48%, underperforming its benchmark, the Russell Midcap® Value Index1 (the “Index”), for the 12 months ended December 31, 2018. The Fund’s underperformance relative to the Index was primarily due to security selection in the energy, consumer staples, and materials sectors. The Fund’s security selection in the health care and financials sectors contributed to relative performance.

 

  The Index returned -12.29% for the year. The market depreciation was broad across most sectors with energy and consumer discretionary declining the most.

Market Overview

2018 was a tale of two very different market environments. The first nine months of the year saw growth and momentum strategies significantly outperform. The U.S. equity markets took a dramatic shift for the last three months of the year as volatility increased significantly and concerns surrounding tighter monetary policy actions, potentially peak growth/margins and continued trade tensions worried investors. Mid Cap value stocks saw some of the largest multiples

contraction of any style box during the first nine months of the year, but fared better over the last three months.

The Index sharply declined during the period. The energy, consumer discretionary, and materials sectors faced the most downward pressure, while the more defensive communication services and utilities sectors fared the best, as they were the only sectors in the Index with positive performance during the period.

Portfolio Review

The Fund’s relative performance was negatively impacted primarily by stock selection in the energy, consumer staples, and materials sectors. Security selection in the health care and financials sectors contributed to relative performance.

Outlook

As investors turn the page to 2019, headlines continue to focus on political budget debates, trade issues, and future monetary policy. Investors are also struggling with determining how much growth is left in this current economic cycle. We will continue to execute our process to seek to identify and capitalize on inefficiencies in individual stock prices. We will continue to seek companies that we believe have distinct long-term competitive advantages, flexible balance sheets, and strong, sustainable free-cash-flow generation.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. The Fund invests primarily in equity securities and therefore exposes you to the general risks of investing in stock markets. Investing in mid-size companies involves risks such as having less publicly available information, higher volatility, and less liquidity than in the case of larger companies. Value stocks may not realize their perceived value and during certain periods the Fund may underperform other equity funds that employ a different style. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

1

The Russell Midcap® Value Index (the “Index”) is an unmanaged market-capitalization-weighted index that measures the performance of those companies in the Russell Midcap® Index with lower price-to-book ratios and lower forecasted growth values. (The Russell Midcap® Index measures the performance of the 800 smallest companies in the Russell 1000® Index, which consists of the 1,000 largest U.S. companies based on total market capitalization.) Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index, and, unlike the Fund, the Index does not incur fees or expenses.

 

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GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $204,185,383   

 

 

Sector Allocation1

As of December 31, 2018

LOGO

 

 

Top Ten Holdings2

As of December 31, 2018

     
Holding        % of Total
Net Assets
 
Brown & Brown, Inc.         2.96%  
Ameren Corp.         2.92%  
American Electric Power Co., Inc.         2.73%  
Sealed Air Corp.         2.69%  
Kansas City Southern         2.65%  
Fidelity National Information Services, Inc.         2.62%  
American Water Works Co., Inc.         2.61%  
Republic Services, Inc.         2.56%  
Molson Coors Brewing Co., Class B         2.55%  
Jacobs Engineering Group, Inc.         2.52%  
Total         26.81%  

 

1

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

2

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities.

 

 

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GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian Mid Cap Relative Value VIP Fund     9/1/2016       -14.48%                   1.19%  
Russell Midcap® Value Index             -12.29%                   2.33%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

 
LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Mid Cap Relative Value VIP Fund and the Russell Midcap® Value Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning
Account Value

7/1/18

 

Ending

Account Value
12/31/18

   

Expenses Paid
During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $1,000.00   $ 886.20     $ 4.75       1.00%  
Based on Hypothetical Return (5% Return Before Expenses)   $1,000.00   $ 1,020.16     $ 5.09       1.00%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

4    


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SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

 

December 31, 2018    Shares      Value  
Common Stocks – 97.7%

 

 
Aerospace & Defense – 1.8%

 

   

Harris Corp.

     27,959      $ 3,764,679  
       

 

 

 
   
         3,764,679  
Auto Components – 0.9%

 

   

Aptiv PLC

     29,702        1,828,752  
       

 

 

 
   
         1,828,752  
Banks – 4.1%

 

   

Fifth Third Bancorp

     93,804        2,207,208  
   

PacWest Bancorp

     80,679        2,684,997  
   

Regions Financial Corp.

     146,103        1,954,858  
   

Zions Bancorporation N.A.

     39,750        1,619,415  
       

 

 

 
   
         8,466,478  
Beverages – 2.5%

 

   

Molson Coors Brewing Co., Class B

     92,717        5,206,987  
       

 

 

 
   
         5,206,987  
Building Products – 1.8%

 

   

AO Smith Corp.

     14,217        607,066  
   

Owens Corning

     70,666        3,107,891  
       

 

 

 
   
         3,714,957  
Capital Markets – 1.6%

 

   

Northern Trust Corp.

     37,932        3,170,736  
       

 

 

 
   
         3,170,736  
Chemicals – 2.2%

 

   

PPG Industries, Inc.

     43,876        4,485,443  
       

 

 

 
   
         4,485,443  
Commercial Services & Supplies – 3.5%

 

   

Republic Services, Inc.

     72,449        5,222,848  
   

Stericycle, Inc.(1)

     50,201        1,841,875  
       

 

 

 
   
         7,064,723  
Construction & Engineering – 2.5%

 

   

Jacobs Engineering Group, Inc.

     88,073        5,148,748  
       

 

 

 
   
         5,148,748  
Construction Materials – 1.0%

 

   

Eagle Materials, Inc.

     33,144        2,022,778  
       

 

 

 
   
         2,022,778  
Containers & Packaging – 6.0%

 

   

International Paper Co.

     77,636        3,133,389  
   

Packaging Corp. of America

     42,951        3,584,691  
   

Sealed Air Corp.

     157,986        5,504,232  
       

 

 

 
   
         12,222,312  
Electric Utilities – 3.5%

 

   

American Electric Power Co., Inc.

     74,502        5,568,279  
   

FirstEnergy Corp.

     42,567        1,598,391  
       

 

 

 
   
         7,166,670  
Electrical Equipment – 0.8%

 

   

Acuity Brands, Inc.

     15,090        1,734,595  
       

 

 

 
   
         1,734,595  
Energy Equipment & Services – 2.1%

 

   

Baker Hughes a GE Co.

     48,271        1,037,827  
December 31, 2018    Shares      Value  
Energy Equipment & Services (continued)

 

   

National Oilwell Varco, Inc.

     59,117      $ 1,519,307  
   

Patterson-UTI Energy, Inc.

     160,487        1,661,040  
       

 

 

 
   
         4,218,174  
Equity Real Estate Investment – 4.7%

 

   

American Campus Communities, Inc. REIT

     83,779        3,467,613  
   

Invitation Homes, Inc. REIT

     164,759        3,308,360  
   

Mid-America Apartment Communities, Inc. REIT

     28,604        2,737,403  
       

 

 

 
   
         9,513,376  
Health Care Equipment & Supplies – 5.6%

 

   

Hologic, Inc.(1)

     38,771        1,593,488  
   

STERIS PLC

     25,656        2,741,344  
   

Varian Medical Systems, Inc.(1)

     33,878        3,838,716  
   

Zimmer Biomet Holdings, Inc.

     30,887        3,203,600  
       

 

 

 
   
         11,377,148  
Health Care Providers & Services – 3.3%

 

   

AmerisourceBergen Corp.

     18,572        1,381,757  
   

Humana, Inc.

     12,030        3,446,354  
   

Universal Health Services, Inc., Class B

     17,101        1,993,293  
       

 

 

 
   
         6,821,404  
Hotels, Restaurants & Leisure – 1.3%

 

   

The Wendy’s Co.

     170,017        2,653,965  
       

 

 

 
   
         2,653,965  
Household Durables – 1.4%

 

   

Mohawk Industries, Inc.(1)

     23,642        2,765,168  
       

 

 

 
   
         2,765,168  
Household Products – 1.5%

 

   

Church & Dwight Co., Inc.

     22,085        1,452,310  
   

Spectrum Brands Holdings, Inc.

     35,974        1,519,901  
       

 

 

 
   
         2,972,211  
Industrial Conglomerates – 1.5%

 

   

Carlisle Cos., Inc.

     30,806        3,096,619  
       

 

 

 
   
         3,096,619  
Insurance – 12.7%

 

   

Arch Capital Group Ltd.(1)

     154,392        4,125,354  
   

Brown & Brown, Inc.

     219,092        6,038,175  
   

Fidelity National Financial, Inc.

     106,574        3,350,687  
   

Loews Corp.

     101,198        4,606,533  
   

The Allstate Corp.

     46,889        3,874,438  
   

Willis Towers Watson PLC

     25,610        3,889,135  
       

 

 

 
   
         25,884,322  
IT Services – 6.9%

 

   

Amdocs Ltd.

     66,767        3,911,211  
   

Euronet Worldwide, Inc.(1)

     35,435        3,627,835  
   

Fidelity National Information Services, Inc.

     52,170        5,350,033  
   

Leidos Holdings, Inc.

     24,647        1,299,390  
       

 

 

 
   
         14,188,469  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

December 31, 2018    Shares      Value  
Life Sciences Tools & Services – 1.7%

 

   

Charles River Laboratories International, Inc.(1)

     30,458      $     3,447,236  
       

 

 

 
   
         3,447,236  
Machinery – 3.4%

 

   

Cummins, Inc.

     17,751        2,372,244  
   

Deere & Co.

     13,510        2,015,287  
   

Stanley Black & Decker, Inc.

     20,979        2,512,025  
       

 

 

 
   
         6,899,556  
Multiline Retail – 1.6%

 

   

Kohl’s Corp.

     50,134        3,325,890  
       

 

 

 
   
         3,325,890  
Multi-Utilities – 2.9%

 

   

Ameren Corp.

     91,464        5,966,197  
       

 

 

 
   
         5,966,197  
Oil, Gas & Consumable Fuels – 4.2%

 

   

Anadarko Petroleum Corp.

     65,434        2,868,627  
   

Cimarex Energy Co.

     48,670        3,000,505  
   

Hess Corp.

     48,861        1,978,871  
   

WPX Energy, Inc.(1)

     67,355        764,479  
       

 

 

 
   
         8,612,482  
Real Estate Management & Development – 2.1%

 

   

CBRE Group, Inc., Class A(1)

     106,544        4,266,022  
       

 

 

 
   
         4,266,022  
Road & Rail – 2.7%

 

   

Kansas City Southern

     56,632        5,405,525  
   

Ryder System, Inc.

     935        45,020  
       

 

 

 
   
         5,450,545  
Semiconductors & Semiconductor Equipment – 1.1%

 

   

Analog Devices, Inc.

     14,396        1,235,609  
   

MKS Instruments, Inc.

     14,408        930,901  
       

 

 

 
   
         2,166,510  
December 31, 2018    Shares      Value  
Software – 0.7%

 

   

Check Point Software Technologies Ltd.(1)

     14,346      $ 1,472,617  
       

 

 

 
   
         1,472,617  
Technology Hardware, Storage & Peripherals – 1.5%

 

   

NCR Corp.(1)

     130,881        3,020,733  
       

 

 

 
   
         3,020,733  
Water Utilities – 2.6%

 

   

American Water Works Co., Inc.

     58,675        5,325,930  
       

 

 

 
   
         5,325,930  
   
Total Common Stocks
(Cost $224,768,141)

 

     199,442,432  
     
      Principal
Amount
     Value  
Short–Term Investment – 2.3%

 

 
Repurchase Agreements – 2.3%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $4,781,133, due 1/2/2019(2)

   $     4,781,000        4,781,000  
   
Total Repurchase Agreements
(Cost $4,781,000)

 

     4,781,000  
   
Total Investments – 100.0%
(Cost $229,549,141)

 

     204,223,432  
   
Liabilities in excess of other assets – (0.0)%

 

     (38,049
   
Total Net Assets – 100.0%

 

   $ 204,185,383  

 

(1) 

Non–income–producing security.

(2) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 4,755,000     $ 4,879,115  

Legend:

REIT — Real Estate Investment Trust

 

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                      Valuation Inputs                                         
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks      $ 199,442,432        $        $        $ 199,442,432  
Repurchase Agreements                 4,781,000                   4,781,000  
Total      $     199,442,432        $     4,781,000        $     —        $     204,223,432  

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $     204,223,432  
   

Cash

    39  
   

Dividends/interest receivable

    220,504  
   

Receivable for investments sold

    118,817  
   

Reimbursement receivable from adviser

    27,437  
   

Receivable for fund shares subscribed

    40  
   

Prepaid expenses

    15,900  
   

 

 

 
   

Total Assets

    204,606,169  
   

 

 

 
   

Liabilities

   
   

Payable for investments purchased

    179,210  
   

Investment advisory fees payable

    124,611  
   

Distribution fees payable

    44,912  
   

Payable for fund shares redeemed

    17,816  
   

Accrued audit fees

    15,000  
   

Accrued custodian and accounting fees

    8,653  
   

Accrued trustees’ and officers’ fees

    2,979  
   

Accrued expenses and other liabilities

    27,605  
   

 

 

 
   

Total Liabilities

    420,786  
   

 

 

 
   

Total Net Assets

  $ 204,185,383  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 225,580,876  
   

Distributable loss

    (21,395,493
   

 

 

 
   

Total Net Assets

  $ 204,185,383  
   

 

 

 

Investments, at Cost

  $ 229,549,141  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with No Par Value

    19,853,986  
   

Net Asset Value Per Share

    $10.28  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $ 2,838,983  
   

Interest

    22,453  
   

 

 

 
   

Total Investment Income

    2,861,436  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    1,194,567  
   

Distribution fees

    431,502  
   

Trustees’ and officers’ fees

    102,742  
   

Professional fees

    68,144  
   

Custodian and accounting fees

    58,416  
   

Administrative fees

    44,684  
   

Transfer agent fees

    17,909  
   

Shareholder reports

    16,236  
   

Other expenses

    24,862  
   

 

 

 
   

Total Expenses

    1,959,062  
   

Less: Fees waived

    (229,988
   

 

 

 
   

Total Expenses, Net

    1,729,074  
   

 

 

 
   

Net Investment Income/(Loss)

    1,132,362  
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    1,377,970  
   

Net change in unrealized appreciation/(depreciation) on investments

    (26,909,351
   

 

 

 
   

Net Loss on Investments

    (25,531,381
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $     (24,399,019
   

 

 

 
         
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

Statements of Changes in Net Assets

                   
   
        For the
Year Ended
12/31/18
       For the
Year Ended
12/31/17
 
       

 

 

Operations

           
   

Net investment income/(loss)

     $ 1,132,362        $ 167,083  
   

Net realized gain/(loss) from investments

       1,377,970          1,129,434  
   

Net change in unrealized appreciation/(depreciation) on investments

       (26,909,351        740,586  
      

 

 

      

 

 

 
   

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

       (24,399,019        2,037,103  
      

 

 

      

 

 

 
   

Capital Share Transactions

           
   

Proceeds from sales of shares

       233,892,549          5,163,563  
   

Cost of shares redeemed

       (18,104,929        (9,325,050
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       215,787,620          (4,161,487
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets

       191,388,601          (2,124,384
      

 

 

      

 

 

 
   

Net Assets

           
   

Beginning of year

       12,796,782          14,921,166  
      

 

 

      

 

 

 
   

End of year

     $     204,185,383        $     12,796,782  
      

 

 

      

 

 

 
   

Other Information:

           
   

Shares

           
   

Sold

       20,351,298          468,111  
   

Redeemed

       (1,562,377        (783,293
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       18,788,921          (315,182
      

 

 

      

 

 

 
                       

 

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


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This Page Intentionally Left Blank

 

 

 

 

    9


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

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

 

Financial Highlights

                                    
     Per Share Operating Performance        
         
Net Asset Value,
Beginning of
Period
    Net Investment
Income(1)
    Net Realized
and Unrealized
Gain/(Loss)
    Total
Operations
    Net Asset
Value, End of
Period
    Total
Return(2)
 
 

Year Ended 12/31/18

  $ 12.02     $ 0.08     $ (1.82   $ (1.74   $ 10.28       (14.48)%  
 

Year Ended 12/31/17

    10.81       0.10       1.11       1.21       12.02       11.19%  
 

Period Ended 12/31/16(4)

    10.00       0.03       0.78       0.81       10.81       8.10% (5)  

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

 

 
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment Income
to Average
Net Assets(3)
    Gross Ratio of Net
Investment Income/
(Loss) to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 204,185       1.00%       1.14%       0.66%       0.52%       31%  
 
  12,797       1.09%       2.09%       0.87%       (0.13)%       76%  
 
  14,921       1.09% (5)       2.80% (5)       0.93% (5)       (0.76)% (5)       14% (5)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

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

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

December 31, 2018

1. Organization

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

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

The Fund seeks long-term capital appreciation.

2. Significant Accounting Policies

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

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

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

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

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

 

 

 

12    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2018, the Fund did not hold any derivatives.

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

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

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

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

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the

ex-dividend date. Interest income, which includes amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

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

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.72% up to $100 million, 0.67% up to $300 million, 0.62% up to $500 million, and 0.60% in excess of $500 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.00% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 1.09%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $229,988.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. Amounts waived or

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN MID CAP RELATIVE VALUE VIP FUND

 

reimbursed by Park Avenue pursuant to any expense limitation after April 9, 2018 will not be subject to Park Avenue’s recoupment rights. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
     Potential Recoupment Amounts
Expiring
 

Total Potential
Recoupment
Amounts

  2021     2020     2019  
$324,090   $ 52,843     $ 191,233     $ 80,014  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $431,502 to PAS.

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

4. Federal Income Taxes

a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity

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

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $261,086,306 and $48,531,897, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next

 

 

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business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the

performance of their duties to the Fund. In addition, in the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of

Guardian Mid Cap Relative Value VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Mid Cap Relative Value VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the Trustees evaluated information and factors that they

considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the Sub-advisers; (ii) the investment performance of the

 

 

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Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also considered, among other things, the range of

investment advisory services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

 

 

 

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In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research VIP Fund (2nd), Guardian Growth & Income VIP Fund

(2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets

 

 

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and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract investment options, and (ii) increased dividends-received deductions due to the Funds’ status under the

tax laws as disregarded entities. In addition, the Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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Trustees and Officers Information Table

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

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Independent Trustees
   
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011); Deputy Global General Counsel, Barclays Global Investors (2006-2009); Managing Director, Barclays Global Investors (1998–2006).    16    None.
   
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   
John Walters
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

22    


Table of Contents

SUPPLEMENTAL INFORMATION (UNAUDITED)

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Interested Trustees
   
Gordon Dinsmore**
(born 1952)
   Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   
Marc Costantini**
(born 1969)
   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014– 2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

Member of the Audit Committee of the Trust.

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

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Gordon Dinsmore
(born 1952)
   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
   
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
   
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
   
Philip Stack
(born 1964)
   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   
James R. Anderson
(born 1963)
   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

 

    23


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

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

Sonya L. Crosswell

(born 1977)

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

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

24    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

    25


Table of Contents

 

 

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

 

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

PUB8176


Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian International Growth VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.



 

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


Table of Contents

TABLE OF CONTENTS

 

Guardian International Growth VIP Fund

 

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


Table of Contents

GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

FUND COMMENTARY OF J.P. MORGAN INVESTMENT MANAGEMENT, INC., SUB-ADVISER

Highlights

 

  Guardian International Growth VIP Fund (the “Fund”) returned -18.79, underperforming its benchmark, the MSCI® EAFE® Growth Index1 (the “Index”), for the 12 months ended December 31, 2018. The Fund’s underperformance relative to the Index was primarily due to security selection, especially in the health care and consumer discretionary sectors. Stock selection in the financials and materials sectors were the largest contributors to the Fund’s performance.

 

  The Index returned -12.83% for the year. This performance was held back by the materials, industrials and information technology sectors.

Market Overview

Global equity markets struggled in 2018, as returns were negative for almost all countries and sectors, even though earnings growth was positive across all regions. After a strong start to the year, equities started to struggle outside the U.S. as the blistering pace of gross domestic product growth from 2017 started to slow, and as the U.S. dollar strengthened, which triggered funding difficulties in emerging markets and outright currency crises in Argentina and Turkey. More importantly internationally, however, was President Trump’s announcement of trade measures against the U.S.’s major partners, which had a discernible effect on trade volumes and corporate sentiment as companies struggled to plan for the impact on global supply chains. As sentiment deteriorated, investors worried about the continued tightening of short-term rates by the U.S. Federal Reserve (the “Fed”), even though in real terms rates are still near historical lows. There were also concerns that the Fed’s shrinkage of its balance sheet would cause liquidity to dry up internationally. As concerns about U.S. growth mounted, the U.S. stock market was affected by the international malaise and started to correct, with the slide accelerating as the final quarter drew to a close.

Portfolio Review

In a poor period for international equities, the Fund’s underperformance was driven primarily by stock selection. The Fund’s lack of exposure to more defensive areas of the market, such as utilities, consumer staples and communication services, also hurt performance. Throughout the period, we maintained a preference for more cyclical sectors, such as information technology and financials, where we found individual stocks with attractive valuations and strong earnings growth on a forward-looking basis.

Outlook

After falling almost 20% from the highs in September 2018 was the first negative year for equity markets in this cycle, ending one of the longest stretches of positive calendar year returns in recent history. Despite economic growth remaining above trend and strong corporate earnings growth over the year, politics, global trade tensions, tightening monetary policy and moderating economic growth dominated the market narrative. As we move into 2019, these issues still remain. Although there are signs of high levels of debt building in many parts of the U.S. corporate sector, and technological change and disruption facing many industries, we believe corporate profitability remains healthy and, although economic momentum has certainly slowed, we believe it remains broad-based enough to support earnings globally. For the first time in many years, valuations are both below historic averages and attractive relative to cash and bonds. A key risk, in our view, is that geopolitical uncertainty, which has already started to weigh on corporate investment and hiring decisions, escalates further and investors will be closely monitoring statements from company management teams in the upcoming corporate earnings season for signs of an impact.

 

 

1

MSCI® EAFE® Growth Index (the “Index”), which is a subset of the MSCI® EAFE® Index. The MSCI® EAFE® Index (Europe, Australasia, and Far East) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index and, unlike the Fund, the Index does not incur fees or expenses.

 

    1


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GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

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

 

2    


Table of Contents

GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $131,136,625   

 

 

Geographic Region Allocation1

As of December 31, 2018

LOGO
 

Sector Allocation2

As of December 31, 2018

LOGO

 

    3


Table of Contents

GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

 

 

Top Ten Holdings1

As of December 31, 2018

 
   
Holding      Country      % of Total
Net Assets
 
Nestle S.A. (Reg S)      Switzerland        4.97%  
Unilever PLC      United Kingdom        4.70%  
Roche Holding AG      Switzerland        4.05%  
AIA Group Ltd.      Hong Kong        3.68%  
SAP SE      Germany        3.08%  
Novo Nordisk A/S, Class B      Denmark        2.88%  
Novartis AG (Reg S)      Switzerland        2.72%  
Diageo PLC      United Kingdom        2.67%  
AstraZeneca PLC      United Kingdom        2.44%  
LVMH Moet Hennessy Louis Vuitton SE      France        2.43%  
Total        33.62%  

 

1

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. Cash includes short-term investments and net other assets and liabilities.

2

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian International Growth VIP Fund     9/1/2016       -18.79%                   1.02%  
MSCI® EAFE® Growth Index             -12.83%                   3.01%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian International Growth VIP Fund and the MSCI® EAFE® Growth Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

 

4    


Table of Contents

GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

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Table of Contents

UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning
Account Value

7/1/18

 

Ending

Account Value
12/31/18

   

Expenses Paid

During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $1,000.00   $ 844.90     $ 5.49       1.18%  
Based on Hypothetical Return (5% Return Before Expenses)   $1,000.00   $ 1,019.26     $ 6.01       1.18%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

6    


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

December 31, 2018    Shares      Value  
Common Stocks – 98.5%

 

 
Cayman Islands – 1.3%

 

   

Tencent Holdings Ltd.

     44,100      $ 1,748,081  
       

 

 

 
   
         1,748,081  
China – 1.1%

 

   

Ping An Insurance Group Co. of China Ltd., Class H

     165,000        1,448,797  
       

 

 

 
   
         1,448,797  
Denmark – 4.2%

 

   

Genmab A/S(1)

     10,470        1,715,789  
   

Novo Nordisk A/S, Class B

     82,044        3,771,375  
       

 

 

 
   
         5,487,164  
France – 6.9%

 

   

Accor S.A.

     31,808        1,348,907  
   

EssilorLuxottica S.A.

     17,320        2,187,034  
   

LVMH Moet Hennessy Louis Vuitton SE

     10,868        3,193,516  
   

Safran S.A.

     19,822        2,381,417  
       

 

 

 
   
         9,110,874  
Germany – 10.8%

 

   

adidas AG

     11,090        2,317,488  
   

Bayer AG (Reg S)

     18,359        1,273,034  
   

Continental AG

     11,633        1,608,591  
   

Delivery Hero SE(1)(2)

     47,348        1,758,422  
   

Deutsche Boerse AG

     15,299        1,839,816  
   

SAP SE

     40,506        4,034,790  
   

Zalando SE(1)(2)

     50,470        1,297,025  
       

 

 

 
   
         14,129,166  
Hong Kong – 3.7%

 

   

AIA Group Ltd.

     586,000        4,820,587  
       

 

 

 
   
         4,820,587  
India – 1.5%

 

   

HDFC Bank Ltd., ADR

     18,951        1,963,134  
       

 

 

 
   
         1,963,134  
Ireland – 2.3%

 

   

Linde PLC(1)

     11,165        1,772,856  
   

Ryanair Holdings PLC, ADR(1)

     17,703        1,262,932  
       

 

 

 
   
         3,035,788  
Italy – 1.2%

 

   

FinecoBank Banca Fineco S.p.A.

     152,945        1,539,097  
       

 

 

 
   
         1,539,097  
Japan – 19.7%

 

   

Asahi Group Holdings Ltd.

     52,200        2,038,903  
   

Daikin Industries Ltd.

     18,300        1,925,729  
   

FANUC Corp.

     9,800        1,473,309  
   

Keyence Corp.

     6,000        3,023,884  
   

Makita Corp.

     44,400        1,572,274  
   

Nidec Corp.

     17,800        2,039,964  
   

Nitori Holdings Co. Ltd.

     10,100        1,254,582  
   

ORIX Corp.

     113,900        1,654,924  
   

Recruit Holdings Co. Ltd.

     72,000        1,723,735  
                   
December 31, 2018    Shares      Value  
Japan (continued)

 

   

Shimano, Inc.

     12,900      $ 1,833,917  
   

Shin-Etsu Chemical Co. Ltd.

     27,500        2,118,623  
   

Shiseido Co. Ltd.

     31,700        1,969,680  
   

SMC Corp.

     5,800        1,732,461  
   

Yamaha Motor Co. Ltd.

     75,400        1,467,463  
       

 

 

 
   
         25,829,448  
Netherlands – 4.3%

 

   

Airbus SE

     26,802        2,563,368  
   

ASML Holding N.V.

     19,687        3,071,702  
       

 

 

 
   
         5,635,070  
Singapore – 1.5%

 

   

DBS Group Holdings Ltd.

     115,200        1,990,367  
       

 

 

 
   
         1,990,367  
Spain – 1.6%

 

   

Industria de Diseno Textil S.A.

     84,180        2,146,006  
       

 

 

 
   
         2,146,006  
Sweden – 1.3%

 

   

Atlas Copco AB, Class A

     69,985        1,671,981  
       

 

 

 
   
         1,671,981  
Switzerland – 13.1%

 

   

Lonza Group AG (Reg S)(1)

     6,976        1,813,599  
   

Nestle S.A. (Reg S)

     80,190        6,519,515  
   

Novartis AG (Reg S)

     41,703        3,571,794  
   

Roche Holding AG

     21,479        5,311,204  
       

 

 

 
   
         17,216,112  
Taiwan – 1.4%

 

   

Taiwan Semiconductor Manufacturing Co. Ltd., ADR

     48,361        1,785,005  
       

 

 

 
   
         1,785,005  
United Kingdom – 22.6%

 

   

AstraZeneca PLC

     42,795        3,200,444  
   

Burberry Group PLC

     101,423        2,231,419  
   

Diageo PLC

     98,533        3,502,209  
   

Ferguson PLC

     27,051        1,732,506  
   

Intertek Group PLC

     36,086        2,196,914  
   

London Stock Exchange Group PLC

     33,800        1,744,250  
   

Reckitt Benckiser Group PLC

     37,747        2,882,588  
   

RELX PLC

     145,548        2,996,301  
   

Smith & Nephew PLC

     80,012        1,488,098  
   

St James’s Place PLC

     125,611        1,505,003  
   

Unilever PLC

     117,709        6,160,613  
       

 

 

 
   
         29,640,345  
   
Total Common Stocks
(Cost $146,957,185)

 

     129,197,022  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

December 31, 2018    Principal
Amount
     Value  
Short-Term Investment – 0.6%

 

 
Repurchase Agreements – 0.6%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $773,021, due 1/2/2019(3)

   $     773,000      $ 773,000  
   

Total Repurchase Agreements

(Cost $773,000)

              773,000  
   

Total Investments – 99.1%

(Cost $147,730,185)

              129,970,022  
   
Assets in excess of other liabilities – 0.9%

 

     1,166,603  
   
Total Net Assets – 100.0%             $ 131,136,625  
(1) 

Non–income–producing security.

 

(2) 

Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, normally to certain qualified buyers. At December 31, 2018, the aggregate market value of these securities amounted to $3,055,447, representing 2.3% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees.

 

(3) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 770,000     $ 790,099  

Legend:

ADR — American Depositary Receipt

 

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                      Valuation Inputs                                         
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks

 

                     

Cayman Islands

     $        $ 1,748,081      $        $ 1,748,081  

China

                1,448,797                 1,448,797  

Denmark

                5,487,164                 5,487,164  

France

                9,110,874                 9,110,874  

Germany

                14,129,166                 14,129,166  

Hong Kong

                4,820,587                 4,820,587  

India

       1,963,134                            1,963,134  

Ireland

       1,262,932          1,772,856                 3,035,788  

Italy

                1,539,097                 1,539,097  

Japan

                25,829,448                 25,829,448  

Netherlands

                5,635,070                 5,635,070  

Singapore

                1,990,367                 1,990,367  

Spain

                2,146,006                 2,146,006  

Sweden

                1,671,981                 1,671,981  

Switzerland

                17,216,112                 17,216,112  

Taiwan

       1,785,005                            1,785,005  

United Kingdom

                29,640,345                 29,640,345  
Repurchase Agreements                 773,000                   773,000  
Total      $     5,011,071        $     124,958,951        $     —        $     129,970,022  
                                             

 

*

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

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $     129,970,022  
   

Cash

    582  
   

Foreign currency, at value

    1,494  
   

Receivable for investments sold

    1,159,979  
   

Dividends/interest receivable

    84,994  
   

Foreign tax reclaims receivable

    72,593  
   

Reimbursement receivable from adviser

    26,171  
   

Prepaid expenses

    9,837  
   

 

 

 
   

Total Assets

    131,325,672  
   

 

 

 
   

Liabilities

   
   

Investment advisory fees payable

    89,362  
   

Distribution fees payable

    28,372  
   

Accrued custodian and accounting fees

    16,690  
   

Accrued audit fees

    16,000  
   

Payable for fund shares redeemed

    15,834  
   

Accrued trustees’ and officers’ fees

    1,820  
   

Accrued expenses and other liabilities

    20,969  
   

 

 

 
   

Total Liabilities

    189,047  
   

 

 

 
   

Total Net Assets

  $ 131,136,625  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 155,225,358  
   

Distributable loss

    (24,088,733
   

 

 

 
   

Total Net Assets

  $     131,136,625  
   

 

 

 

Investments, at Cost

  $ 147,730,185  
   

 

 

 

Foreign Currency, at Cost

  $ 1,489  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with
No Par Value

    12,811,026  
   

Net Asset Value Per Share

    $10.24  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $     2,615,561  
   

Interest

    7,234  
   

Withholding taxes on foreign dividends

    (195,737
   

 

 

 
   

Total Investment Income

    2,427,058  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    846,908  
   

Distribution fees

    269,668  
   

Custodian and accounting fees

    95,180  
   

Trustees’ and officers’ fees

    65,127  
   

Professional fees

    56,601  
   

Administrative fees

    44,710  
   

Transfer agent fees

    14,617  
   

Shareholder reports

    11,865  
   

Other expenses

    15,729  
   

 

 

 
   

Total Expenses

    1,420,405  
   

Less: Fees waived

    (146,400
   

 

 

 
   

Total Expenses, Net

    1,274,005  
   

 

 

 
   

Net Investment Income/(Loss)

    1,153,053  
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    (8,310,743
   

Net realized gain/(loss) from futures contracts

    (273,962
   

Net realized gain/(loss) from foreign currency transactions

    (64,381
   

Net change in unrealized appreciation/(depreciation) on investments

    (19,842,682
   

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

    (1,579
   

 

 

 
   

Net Loss on Investments, Futures Contracts and Foreign Currency Transactions

    (28,493,347
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $ (27,340,294
   

 

 

 
         
 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Statements of Changes in Net Assets

                   
   
        For the
Year Ended
12/31/18
       For the
Year Ended
12/31/17
 
       

 

 

Operations

           
   

Net investment income/(loss)

     $ 1,153,053        $ 108,423  
   

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

       (8,649,086        1,054,547  
   

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

       (19,844,261        2,472,670  
      

 

 

      

 

 

 
   

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

       (27,340,294        3,635,640  
      

 

 

      

 

 

 
   

Capital Share Transactions

           
   

Proceeds from sales of shares

       163,773,670          1,681,780  
   

Cost of shares redeemed

       (15,932,351        (5,662,149
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       147,841,319          (3,980,369
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets

       120,501,025          (344,729
      

 

 

      

 

 

 
   

Net Assets

           
   

Beginning of year

       10,635,600          10,980,329  
      

 

 

      

 

 

 
   

End of year

     $ 131,136,625        $ 10,635,600  
      

 

 

      

 

 

 
   

Other Information:

           
   

Shares

           
   

Sold

       13,300,264          163,193  
   

Redeemed

       (1,332,858        (461,234
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       11,967,406          (298,041
      

 

 

      

 

 

 
                       

 

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


Table of Contents

 

 

This Page Intentionally Left Blank

 

 

 

 

    11


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

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

 

Financial Highlights

                                      
      Per Share Operating Performance         
          
    
Net Asset Value,
Beginning of
Period
     Net Investment
Income/(Loss)(1)
    Net Realized
and Unrealized
Gain/(Loss)
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return(2)
 
 

Year Ended 12/31/18

   $ 12.61      $ 0.12     $ (2.49   $ (2.37   $ 10.24        (18.79)%  
 

Year Ended 12/31/17

     9.62        0.09       2.90       2.99       12.61        31.08%  
 

Period Ended 12/31/16(4)

     10.00        (0.00 )(5)      (0.38     (0.38     9.62        (3.80)% (6)  

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

 

 

 
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment
Income/(Loss)
to Average
Net Assets(3)
    Gross Ratio of Net
Investment
Income/(Loss)
to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 131,137       1.18%       1.32%       1.07%       0.93%       61%  
 
  10,636       1.22%       2.49%       0.79%       (0.48)%       32%  
 
  10,980       1.22% (6)       3.20% (6)       (0.06)% (6)       (2.04)% (6)       8% (6)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

Net Ratio of Expenses to Average Net Assets and Net Ratio of Net Investment Income/(Loss) to Average Net Assets include the effect of fee waivers and expense limitations.

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Rounds to $(0.00) per share.

 

(6) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

December 31, 2018

1. Organization

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

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

The Fund seeks total return consisting of long-term capital growth and current income.

2. Significant Accounting Policies

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

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

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

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

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

 

 

14    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

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

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

 

 

    15


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

c. Futures Contracts The Fund may enter into financial futures contracts. In entering into such contracts, the Fund is required to deposit with the counterparty, either in cash or securities, an amount equal to a certain percentage of the face value of the contract. Subsequent payments are received or made by the Fund each day, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss.

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

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

e. Foreign Capital Gains Tax The Fund may be subject to foreign taxes on income, gains on investments or

currency purchases/repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable, based upon their current interpretation of tax rules and regulations that exist in the markets in which they invest.

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

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

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.80% of the first $100 million, and 0.75% in excess of $100 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 1.18% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 1.22%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $146,400.

 

 

16    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. Amounts waived or reimbursed by Park Avenue pursuant to any expense limitation after April 9, 2018 will not be subject to Park Avenue’s recoupment rights. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
    

Potential Recoupment Amounts

Expiring

 

Total Potential

Recoupment

Amounts

  2021     2020     2019  
$307,518   $ 48,645     $ 174,590     $ 84,283  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $269,668 to PAS.

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

4. Federal Income Taxes

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

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $208,064,192 and $61,188,513, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL GROWTH VIP FUND

 

the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

e. Disclosures About Derivative Instruments and Hedging Activities The Fund entered into U.S. Treasury futures contracts for the year ended December 31, 2018 to economically hedge against changes in interest rates. The Fund bears the risk of interest rates moving unexpectedly, in which case the Fund may not achieve the anticipated benefits of the futures contracts and realize a loss. There is minimal counterparty credit risk to the Funds since futures are exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

Transactions in derivative investments for the year ended December 31, 2018 were as follows:

 

   
    

Interest Rate

Contracts

 
   

Net Realized Gain (Loss)

   
Futures Contracts1   $ (273,962
   

Average Number of Notional Amounts

   
Futures Contracts2     92  
1 

Statement of Operations location: Net realized gain/(loss) from futures contracts.

2 

Amount represents number of contracts.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require

the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

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

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of

Guardian International Growth VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian International Growth VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the Trustees evaluated information and factors that they

considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the Sub-advisers; (ii) the investment performance of the Funds; (iii) the fees

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also considered, among other things, the range of investment advisory services provided by the

Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research VIP Fund (2nd), Guardian Growth & Income VIP Fund (2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap

Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

 

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract investment options, and (ii) increased dividends-received deductions due to the Funds’ status under the tax laws as disregarded entities. In addition, the

Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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Trustees and Officers Information Table

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

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Independent Trustees
   
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013– 2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013– 2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009-2011); Deputy Global General Counsel, Barclays Global Investors (2006-2009); Managing Director, Barclays Global Investors (1998-2006).    16    None.
   
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   
John Walters
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Interested Trustees
   
Gordon Dinsmore**
(born 1952)
   Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   
Marc Costantini**
(born 1969)
   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014– 2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

 

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

 

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

 

Member of the Audit Committee of the Trust.

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

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Gordon Dinsmore
(born 1952)
   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
   
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
   
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
   
Philip Stack
(born 1964)
   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   
James R. Anderson
(born 1963)
   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Sonya L. Crosswell
(born 1977)
   Assistant Secretary   

Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President,

Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

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

 

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

PUB8171


Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian International Value VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.


 

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


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TABLE OF CONTENTS

 

Guardian International Value VIP Fund

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


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GUARDIAN INTERNATIONAL VALUE VIP FUND

 

FUND COMMENTARY OF LAZARD ASSET MANAGEMENT LLC, SUB-ADVISER

Highlights

 

    Guardian International Value VIP Fund (the “Fund”) returned -15.17%, underperforming its benchmark, the MSCI® EAFE® Index1 (the “Index”), for the 12 months ended December 31, 2018. Stock selection in the consumer discretionary, materials, and health care sectors, an underweight compared to the Index in the materials sector, and an overweight in the energy sector benefited the Fund’s relative performance. Stock selection in the consumer staples and energy sectors, an underweight in the health care and utilities sectors, and positioning in emerging markets detracted from relative performance.

 

    The Index returned -13.79% for the year.

Market Overview

Global equities declined significantly in 2018 as investor sentiment was undermined by global macroeconomic and geopolitical trends, including interest rate pressures, trade disputes, and populism. Riskier assets around the world sold off, with many generating their worst calendar-year performance since the global financial crisis a decade ago.

The Index declined, returning -13.79% in 2018. Emerging markets equities ended 2018 down 14.6%. U.S. equities joined the rout, ending the year down 4.4%. These returns are notable given the outperformance of U.S. equities over international equities over much of the past decade.

We have suggested previously that investors had not been pricing in many global risks, especially in the United States. As global economic data began to plateau and decline from peak levels earlier in 2018, markets entered the later phases of the economic cycle. International equity valuations at this point came under more pressure, bearing the brunt of investor fears about slowing global growth and geopolitical tensions.

The latest economic data shows a deceleration in global growth, with recent indicators for manufacturing in decline. In the United States, manufacturing decreased unexpectedly in December to a two-year low. In Europe, leading indicators have fallen from elevated levels, and

the Eurozone’s 0.2% quarterly rise in GDP was the lowest since 2014. The Japanese economy contracted in the third quarter. China, in the meantime, has implemented stimulus — including liquidity injections, tax cuts, and regulatory easing — for several months as its economy slows and U.S. tariffs weigh on sentiment.

One of the main factors compressing multiples in global equity markets has been political uncertainty. In the United States, trade tensions persist, while the government shut down over funding for a physical wall on the nation’s southern border. In the United Kingdom, investor uncertainty was raised as the March 2019 deadline for a Brexit deal draws closer. Elsewhere, France, Italy and Germany are also experiencing their own political tensions.

The decline in investor confidence in 2018 was most pronounced in emerging markets equities. Most of these losses occurred earlier in the year before the decline in developed markets. Within a few months, however, U.S. economic growth, boosted by tax cuts and fiscal stimulus, appeared to diverge from the rest of the world. Relatively strong U.S. growth supported further U.S. Federal Reserve rate hikes, which in turn boosted the U.S. dollar early in the year. The rising dollar put pressure on emerging markets in general, but investors focused on countries with high current account deficits and/or significant holdings of U.S. dollar–denominated debt, significantly impacting Argentina’s and Turkey’s equity markets.

Another weight on emerging markets sentiment last year was trade. President Donald Trump in 2018 took action against trade deficits, implementing or threatening tariffs on nearly a quarter of U.S. imports. Uncertainty about trade lowered Chinese confidence just as policymakers were trying to restrict credit growth, reduce systemic risk, and deleverage the economy. Chinese equities sold off, and decelerating Chinese growth rippled through the global economy.

Portfolio Review

One of the largest detractors from the Fund’s performance during the period was the Fund’s exposure to emerging markets. In contrast, stock selection in the consumer discretionary sector was among the largest positive drivers of relative returns. Stock selection in the health care sector was also beneficial to relative returns.

 

 

1

The MSCI® EAFE® Index (Europe, Australasia, and Far East) (the “Index”) is a free float-adjusted market capitalization index that is designed to measure the equity market performance of developed markets, excluding the U.S. and Canada. Index results assume the reinvestment of dividends paid on the stocks constituting the Index. You may not invest in the Index and, unlike the Fund, the Index does not incur fees or expenses.

 

    1


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GUARDIAN INTERNATIONAL VALUE VIP FUND

 

Outlook

The uncertainty and volatility global investors faced last year will likely continue in 2019, in our view. We see this, however, as a partly positive development. The fact that investors are pricing in risks leads us to be more constructive about markets going forward given that valuations have come down. We acknowledge challenges for growth, geopolitics, and corporate earnings, but we also note that prior market reverses

have led to more realistic pricing and, in some cases, opportunities. We believe markets will continue to exhibit higher volatility and uncertainty in 2019, which in our view can be an opportunity for fundamental equity investors. Many risks will likely resolve in the coming year and provide investors with clarity, regardless of whether the outcome is positive or negative. Market prices, in many cases, appear to reflect expectations of a negative result, and thus we believe the resolution of any prominent risk could have a positive impact.

 

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

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

 

2    


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GUARDIAN INTERNATIONAL VALUE VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $ 208,181,539   

 

 

Geographic Region Allocation1

As of December 31, 2018

LOGO
 

Sector Allocation2

As of December 31, 2018

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    3


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GUARDIAN INTERNATIONAL VALUE VIP FUND

 

 

 

Top Ten Holdings1

As of December 31, 2018

 
   
Holding      Country   % of Total
Net Assets
 
Novartis AG (Reg S)      Switzerland     4.24%  
Royal Dutch Shell PLC, Class A      United Kingdom     3.43%  
Prudential PLC      United Kingdom     3.05%  
SAP SE      Germany     3.00%  
Medtronic PLC      Ireland     2.89%  
Daiwa House Industry Co. Ltd.      Japan     2.69%  
Aon PLC      United Kingdom     2.65%  
RELX PLC      United Kingdom     2.50%  
Compass Group PLC      United Kingdom     2.39%  
Ferguson PLC      United Kingdom     2.35%  
Total     29.19%  

 

1

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. Cash includes short-term investments and net other assets and liabilities.

2

The Fund’s holdings are allocated to each sector based on the MSCI Global Industry Classification Standard (GICS®). Cash includes short-term investments and net other assets and liabilities.

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian International Value VIP Fund     9/1/2016       -15.17%                   0.04%  
MSCI® EAFE® Index             -13.79%                   3.26%  

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian International Value VIP Fund and the MSCI® EAFE® Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

 

4    


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GUARDIAN INTERNATIONAL VALUE VIP FUND

 

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning

Account Value

7/1/18

 

Ending

Account Value

12/31/18

   

Expenses Paid

During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $1,000.00   $ 885.80     $ 4.47       0.94%  
Based on Hypothetical Return (5% Return Before Expenses)   $1,000.00   $ 1,020.47     $ 4.79       0.94%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

6    


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SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

December 31, 2018    Shares      Value  
Common Stocks – 93.9%

 

 
Belgium – 1.8%

 

   

Anheuser-Busch InBev S.A.

     55,688      $ 3,685,559  
       

 

 

 
   
         3,685,559  
Canada – 6.2%

 

   

Canadian National Railway Co.

     29,447        2,180,916  
   

National Bank of Canada

     59,649        2,448,964  
   

Rogers Communications, Inc., Class B

     80,300        4,114,993  
   

Suncor Energy, Inc.

     148,910        4,159,052  
       

 

 

 
   
         12,903,925  
Denmark – 1.4%

 

   

Carlsberg A/S, Class B

     27,927        2,971,112  
       

 

 

 
   
         2,971,112  
Finland – 2.9%

 

   

Nordea Bank Abp

     351,656        2,965,890  
   

Sampo OYJ, Class A

     70,965        3,119,704  
       

 

 

 
   
         6,085,594  
France – 11.2%

 

   

Air Liquide S.A.

     26,250        3,249,891  
   

Capgemini SE

     30,947        3,055,242  
   

Cie de Saint-Gobain

     54,283        1,806,828  
   

Cie Generale des Etablissements Michelin SCA

     19,223        1,900,563  
   

Safran S.A.

     37,651        4,523,395  
   

Societe Generale S.A.

     56,458        1,792,482  
   

Vinci S.A.

     40,203        3,303,795  
   

Vivendi S.A.

     156,300        3,797,670  
       

 

 

 
   
         23,429,866  
Germany – 3.7%

 

   

Fresenius SE & Co. KGaA

     31,292        1,512,581  
   

SAP SE

     62,769        6,252,400  
       

 

 

 
   
         7,764,981  
Hong Kong – 0.9%

 

   

Techtronic Industries Co. Ltd.

     364,500        1,921,260  
       

 

 

 
   
         1,921,260  
India – 1.4%

 

   

ICICI Bank Ltd., ADR

     289,350        2,977,411  
       

 

 

 
   
         2,977,411  
Ireland – 4.3%

 

   

Medtronic PLC

     66,179        6,019,642  
   

Ryanair Holdings PLC, ADR(1)

     40,094        2,860,306  
       

 

 

 
   
         8,879,948  
Israel – 0.8%

 

   

Bank Leumi Le-Israel BM

     267,852        1,621,702  
       

 

 

 
   
         1,621,702  
Japan – 13.0%

 

   

Daiwa House Industry Co. Ltd.

     176,112        5,593,240  
   

Don Quijote Holdings Co. Ltd.

     61,400        3,809,019  
   

Kao Corp.

     39,630        2,921,758  
   

Makita Corp.

     80,200        2,840,008  
   

Nexon Co. Ltd.(1)

     223,500        2,855,126  
                   
December 31, 2018    Shares      Value  
Japan (continued)

 

   

Shin-Etsu Chemical Co. Ltd.

     37,000      $ 2,850,510  
   

Sumitomo Mitsui Financial Group, Inc.

     102,900        3,393,316  
   

Suzuki Motor Corp.

     19,300        976,590  
   

Yamaha Corp.

     45,100        1,914,786  
       

 

 

 
   
         27,154,353  
Netherlands – 3.5%

 

   

ABN AMRO Group N.V.(2)

     104,081        2,437,923  
   

Koninklijke DSM N.V.

     18,715        1,522,771  
   

Wolters Kluwer N.V.

     55,995        3,306,689  
       

 

 

 
   
         7,267,383  
Norway – 3.2%

 

   

Equinor ASA

     114,323        2,438,075  
   

Telenor ASA

     214,294        4,136,707  
       

 

 

 
   
         6,574,782  
Republic of Korea – 0.7%

 

   

Samsung Electronics Co. Ltd.

     43,050        1,489,559  
       

 

 

 
   
         1,489,559  
Singapore – 2.7%

 

   

DBS Group Holdings Ltd.

     227,680        3,933,739  
   

NetLink NBN Trust

     2,967,700        1,664,299  
       

 

 

 
   
         5,598,038  
Spain – 1.8%

 

   

Red Electrica Corp. S.A.

     168,816        3,760,314  
       

 

 

 
   
         3,760,314  
Sweden – 3.4%

 

   

Assa Abloy AB, Class B

     231,326        4,135,942  
   

Epiroc AB, Class A(1)

     303,521        2,882,521  
       

 

 

 
   
         7,018,463  
Switzerland – 5.2%

 

   

Julius Baer Group Ltd.(1)

     53,578        1,914,545  
   

Novartis AG (Reg S)

     103,042        8,825,380  
       

 

 

 
   
         10,739,925  
United Kingdom – 25.8%

 

   

Aon PLC

     37,924        5,512,633  
   

BHP Group PLC

     198,236        4,144,341  
   

Compass Group PLC

     236,797        4,971,477  
   

Diageo PLC

     71,820        2,552,735  
   

Ferguson PLC

     76,236        4,882,604  
   

Howden Joinery Group PLC

     318,881        1,763,601  
   

Informa PLC

     299,548        2,401,987  
   

Melrose Industries PLC

     980,181        2,029,704  
   

Prudential PLC

     355,774        6,356,637  
   

RELX PLC

     253,833        5,213,456  
   

Royal Dutch Shell PLC, Class A

     243,618        7,150,312  
   

RSA Insurance Group PLC

     319,441        2,084,263  
   

Unilever PLC

     90,111        4,716,199  
       

 

 

 
   
         53,779,949  
   
Total Common Stocks
(Cost $222,747,537)

 

     195,624,124  
 

 

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


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SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

December 31, 2018    Shares      Value  
Preferred Stocks – 1.9%

 

Germany – 1.9%

 

   

Volkswagen AG, 3.00%

     24,572      $ 3,910,228  
       

 

 

 
   
         3,910,228  
   
Total Preferred Stocks
(Cost $4,659,939)

 

     3,910,228  
     
      Principal
Amount
     Value  
Short–Term Investment – 4.3%

 

Repurchase Agreements – 4.3%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $8,916,248, due 1/2/2019(3)

   $     8,916,000        8,916,000  
   
Total Repurchase Agreements
(Cost $8,916,000)

 

     8,916,000  
   
Total Investments – 100.1%
(Cost $236,323,476)

 

     208,450,352  
   
Liabilities in excess of other assets – (0.1)%

 

     (268,813
   
Total Net Assets – 100.0%

 

   $ 208,181,539  

 

(1) 

Non–income–producing security.

(2) 

Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, normally to certain qualified buyers. At December 31, 2018, the aggregate market value of these securities amounted to $2,437,923, representing 1.2% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees.

(3) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 8,865,000     $ 9,096,394  

Legend:

ADR — American Depositary Receipt

 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                       Valuation Inputs                                          
Investments in Securities      Level 1        Level 2        Level 3        Total  
Common Stocks

 

          

Belgium

     $        $ 3,685,559      $        $ 3,685,559  

Canada

       12,903,925                            12,903,925  

Denmark

                2,971,112                 2,971,112  

Finland

                6,085,594                 6,085,594  

France

                23,429,866                 23,429,866  

Germany

                7,764,981                 7,764,981  

Hong Kong

                1,921,260                 1,921,260  

India

       2,977,411                            2,977,411  

Ireland

       8,879,948                            8,879,948  

Israel

                1,621,702                 1,621,702  

Japan

                27,154,353                 27,154,353  

Netherlands

                7,267,383                 7,267,383  

Norway

                6,574,782                 6,574,782  

Republic of Korea

                1,489,559                 1,489,559  

Singapore

                5,598,038                 5,598,038  

Spain

                3,760,314                 3,760,314  

Sweden

                7,018,463                 7,018,463  

Switzerland

                10,739,925                 10,739,925  

United Kingdom

       5,512,633          48,267,316                 53,779,949  
Preferred Stocks

 

          

Germany

                3,910,228                 3,910,228  
Repurchase Agreements                 8,916,000                   8,916,000  
Total      $     30,273,917        $     178,176,435        $     —        $     208,450,352  

 

*

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

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $ 208,450,352  
   

Cash

    31  
   

Foreign currency, at value

    91  
   

Dividends/interest receivable

    103,696  
   

Reimbursement receivable from adviser

    60,483  
   

Foreign tax reclaims receivable

    38,209  
   

Receivable for investments sold

    310  
   

Prepaid expenses

    15,762  
   

 

 

 
   

Total Assets

    208,668,934  
   

 

 

 
   

Liabilities

   
   

Payable for investments purchased

    225,924  
   

Investment advisory fees payable

    138,897  
   

Distribution fees payable

    44,884  
   

Payable for fund shares redeemed

    16,895  
   

Accrued audit fees

    16,000  
   

Accrued custodian and accounting fees

    14,479  
   

Accrued trustees’ and officers’ fees

    3,061  
   

Accrued expenses and other liabilities

    27,255  
   

 

 

 
   

Total Liabilities

    487,395  
   

 

 

 
   

Total Net Assets

  $     208,181,539  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 240,162,895  
   

Distributable loss

    (31,981,356
   

 

 

 
   

Total Net Assets

  $ 208,181,539  
   

 

 

 

Investments, at Cost

  $ 236,323,476  
   

 

 

 

Foreign Currency, at Cost

  $ 91  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with
No Par Value

    20,792,007  
   

Net Asset Value Per Share

    $10.01  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Dividends

  $ 5,185,229  
   

Interest

    21,844  
   

Withholding taxes on foreign dividends

    (524,677
   

 

 

 
   

Total Investment Income

    4,682,396  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    1,323,439  
   

Distribution fees

    428,499  
   

Trustees’ and officers’ fees

    96,004  
   

Custodian and accounting fees

    86,381  
   

Professional fees

    68,911  
   

Administrative fees

    44,587  
   

Shareholder reports

    17,116  
   

Transfer agent fees

    16,689  
   

Other expenses

    24,430  
   

 

 

 
   

Total Expenses

           2,106,056  
   

Less: Fees waived

    (489,784
   

 

 

 
   

Total Expenses, Net

    1,616,272  
   

 

 

 
   

Net Investment Income/(Loss)

    3,066,124  
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    (8,490,643
   

Net realized gain/(loss) from foreign currency transactions

    (223,882
   

Net change in unrealized appreciation/(depreciation) on investments

    (29,758,337
   

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

    (953
   

 

 

 
   

Net Loss on Investments and Foreign Currency Transactions

    (38,473,815
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $ (35,407,691
   

 

 

 
         
 

 

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


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FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

Statements of Changes in Net Assets

                   
   
        For the
Year Ended
12/31/18
       For the
Year Ended
12/31/17
 
       

 

 
 

Operations

 

   

Net investment income/(loss)

     $ 3,066,124        $ 263,007  
   

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

       (8,714,525        1,326,229  
   

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

       (29,759,290        2,213,152  
      

 

 

      

 

 

 
   

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

       (35,407,691        3,802,388  
      

 

 

      

 

 

 
 

Capital Share Transactions

 

   

Proceeds from sales of shares

       252,164,387          5,500,620  
   

Cost of shares redeemed

       (19,708,380        (12,269,526
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       232,456,007          (6,768,906
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets

       197,048,316          (2,966,518
      

 

 

      

 

 

 
 

Net Assets

 

   

Beginning of year

       11,133,223          14,099,741  
      

 

 

      

 

 

 
   

End of year

     $ 208,181,539        $ 11,133,223  
      

 

 

      

 

 

 
 

Other Information:

 

   

Shares

           
   

Sold

       21,623,258          552,275  
   

Redeemed

       (1,774,536        (1,072,930
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       19,848,722          (520,655
      

 

 

      

 

 

 
                       

 

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


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FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

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

 

Financial Highlights

                                             
      Per Share Operating Performance         
     

Net Asset Value,

Beginning of

Period

    

Net Investment

Income(1)

    

Net Realized

and Unrealized

Gain/(Loss)

   

Total

Operations

    Net Asset
Value, End of
Period
     Total
Return(2)
 
 

Year Ended 12/31/18

   $ 11.80      $ 0.20      $ (1.99   $ (1.79   $ 10.01        (15.17)
 

Year Ended 12/31/17

     9.63        0.15        2.02       2.17       11.80        22.53
 

Period Ended 12/31/16(4)

     10.00        0.01        (0.38     (0.37     9.63        (3.70) %(5) 

 

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


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FINANCIAL INFORMATION — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

 

                                       
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
   

Gross Ratio of

Expenses to

Average Net

Assets

   

Net Ratio of Net

Investment Income

to Average

Net Assets(3)

    Gross Ratio of Net
Investment Income/
(Loss) to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 208,182       0.94%       1.23%       1.79%       1.50%       74%  
 
  11,133       1.11%       2.39%       1.40%       0.12%       61%  
 
  14,100       1.11% (5)       3.11% (5)       0.42% (5)       (1.58)% (5)       8% (5)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

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

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

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


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

December 31, 2018

1. Organization

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

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

The Fund seeks long-term capital appreciation.

2. Significant Accounting Policies

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

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

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

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

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

 

 

14    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

Investments Investments whose values are based on quoted market prices in active markets, and are therefore classified within Level 1, include active listed

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

Derivatives Exchange-traded derivatives, such as futures contracts, exchange-traded option contracts and certain swaps, are typically classified within Level 1 or Level 2 of the fair value hierarchy depending on whether or not they are deemed to be actively traded. Certain non-exchange-traded derivatives, such as generic forwards, certain swaps and options, have inputs which can generally be corroborated by market data and are therefore classified within Level 2. During the year ended December 31, 2018, the Fund did not hold any derivatives.

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or

 

 

    15


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NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

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

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

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

e. Investment Income Dividend income net of foreign taxes withheld, if any, is generally recorded on the ex-dividend date. Interest income, which includes

amortization/accretion of premium/discount, is determined using the interest income accrual method, and is accrued and recorded daily.

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

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.80% of the first $100 million, and 0.75% in excess of $100 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.94% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 1.11%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $489,784.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. Amounts waived or reimbursed by Park Avenue pursuant to any expense limitation after April 9, 2018 will not be subject to Park

 

 

16    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

Avenue’s recoupment rights. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the expiration schedule at December 31, 2018 are as follows:

 

   
     Potential Recoupment Amounts
Expiring
 

Total Potential

Recoupment

Amounts

  2021     2020     2019  
$388,825   $ 58,226     $ 240,766     $ 89,833  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $428,499 to PAS.

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

4. Federal Income Taxes

a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead

be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments purchased and the proceeds from investments sold (excluding short-term investments) amounted to $343,448,711 and $116,553,472, respectively, for the year ended December 31, 2018. During the year ended December 31, 2018, there were no purchases or sales of U.S. government securities.

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented

 

 

    17


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN INTERNATIONAL VALUE VIP FUND

 

or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

7. Indemnifications

Under the Trust’s organizational documents and, in some cases, by contract, its officers and trustees are indemnified against certain liabilities arising out of the performance of their duties to the Fund. In addition, in

the normal course of business, the Fund enters into contracts with its vendors and others that provide general indemnifications. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund that have not yet occurred. However, based on experience, the Fund expects the risk of loss to be remote.

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

18    


Table of Contents

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of Guardian International Value VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian International Value VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

 

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Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the Trustees evaluated information and factors that they

considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the Sub-advisers; (ii) the investment performance of the

 

 

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Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also

considered, among other things, the range of investment advisory services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

 

 

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In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research VIP Fund (2nd), Guardian Growth & Income VIP Fund

(2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap Disciplined Value VIP Fund (2nd), Guardian Large Cap Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets

 

 

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and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract investment options,

and (ii) increased dividends-received deductions due to the Funds’ status under the tax laws as disregarded entities. In addition, the Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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Trustees and Officers Information Table

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

 

         

Name and

Year of Birth

   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Independent Trustees
   

Bruce W. Ferris

(born 1955)

   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   

Theda R. Haber

(born 1954)

   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011); Deputy Global General Counsel, Barclays Global Investors (2006-2009); Managing Director, Barclays Global Investors (1998–2006).    16    None.
   

Marshall Lux

(born 1960)

   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   

Lisa K. Polsky

(born 1956)

   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   

John Walters

(born 1962)

   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

         

Name and

Year of Birth

   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Interested Trustees
   

Gordon Dinsmore**

(born 1952)

   Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   

Marc Costantini**

(born 1969)

   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

Member of the Audit Committee of the Trust.

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

 

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

Gordon Dinsmore

(born 1952)

   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   

John H. Walter

(born 1962)

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

Harris Oliner

(born 1971)

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

Richard T. Potter

(born 1954)

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

Philip Stack

(born 1964)

   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   

James R. Anderson

(born 1963)

   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   

Kathleen M. Moynihan

(born 1966)

   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   

Maria Nydia Morrison

(born 1958)

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

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

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

Sonya L. Crosswell

(born 1977)

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

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

26    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/ Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

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

 

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

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Table of Contents

Guardian Variable

Products Trust

2018

Annual Report

All Data as of December 31, 2018

Guardian Core Plus Fixed Income VIP Fund

Important Notice

Beginning on January 1, 2021, as permitted by regulations adopted by the Securities and Exchange Commission, paper copies of the Fund’s shareholder reports will no longer be sent by mail from The Guardian Insurance & Annuity Company, Inc. (“GIAC”). Instead, GIAC will mail you a notice when copies of the shareholder reports are made available on a website. You will be notified by mail each time a report is posted and provided with a website link to access the report.

If you have already elected to receive shareholder reports electronically, you will not be affected by this change and you need not take any action. If you have not yet elected electronic delivery, at any time, you may elect to receive the Fund’s shareholder reports and certain other communications from GIAC electronically, by going to www.guardianlife.com and registering for e-delivery.

You may instead elect to receive all future shareholder reports in paper free of charge. If you wish to receive paper copies of your shareholder reports, please call GIAC’s Customer Service Office Contact Center at 1-888-GUARDIAN (1-888-482-7342). Your election to receive reports in paper will apply to all the underlying funds available.


 

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Table of Contents

TABLE OF CONTENTS

 

Guardian Core Plus Fixed Income VIP Fund

 

 

 

Except as otherwise specifically stated, all information, including portfolio security positions, is as of December 31, 2018. The views expressed in the Fund Commentary are those of the Fund’s portfolio manager(s) as of the date of this report and are subject to change without notice. They do not necessarily represent the views of Park Avenue Institutional Advisers LLC or a sub-adviser. The Fund Commentary may contain some forward-looking statements providing expectations or forecasts of future events as of the date of this report; they do not necessarily relate to historical or current facts. There can be no guarantee that any forward-looking statement will be realized. We undertake no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary. Information contained herein has been obtained from sources believed reliable, but is not guaranteed.


Table of Contents

GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

FUND COMMENTARY OF LORD, ABBETT & CO. LLC, SUB-ADVISER

Highlights

 

  Guardian Core Plus Fixed Income VIP Fund (the “Fund”) returned -1.29%, underperforming its benchmark, the Bloomberg Barclays U.S. Aggregate Bond Index1 (the “Index”), for the 12 months ended December 31, 2018. The Fund’s underperformance relative to the Index was primarily due to its allocation to high yield corporate bonds.

 

  The Index returned 0.01% for the period.

Market Overview

During the period, there were several market-moving events. In June 2018, the White House announced its intent to impose additional tariffs on $200 billion worth of Chinese goods, on top of the $50 billion previously announced. The aggressive U.S. trade posture continued into September with trade tensions mounting between the U.S. and China. While the impact has yet to be fully realized, many corporations anticipate that the retaliatory tariffs will weigh on profits. In 2018, the U.S. Federal Reserve (the “Fed”) hiked rates at 0.25% increments at each of its March, June, September and December meetings, raising the target range to 2.25%-2.50%. As the Fed continued to raise rates, the U.S. Treasury yield curve flattened through the year. The yield on 10-year U.S. Treasury securities reached multi-year highs in November, and pulled back in December, as risk-off sentiment prevailed. Amid rising concerns surrounding escalating trade tensions, slowing global growth, and increasing interest rates, the Nasdaq experienced the largest monthly drop since 2008 in October, and U.S. equity markets suffered the largest December decline since the Great Depression. Additionally, in the fourth quarter of 2018, both the investment grade and high yield markets experienced a sell-off due to a number of idiosyncratic risks and concerns over slower growth and rising inflation. Despite the sell-off, the U.S. economy continued to expand by more than 2% during each quarter of the trailing 12-month period, with domestic GDP growth ranging between 2.2% and 4.2% from the third quarter of 2017 to the third quarter of 2018. The 4.2% GDP growth in the second quarter marked the strongest

growth rate since the third quarter of 2014. Inflation, as measured by the Consumer Price Index (CPI), continued to rise, gaining 2.5% year over year, which was mostly pushed higher by oil prices. However, oil prices have since receded significantly due to oversupply.

Portfolio Review

For the 12-month period ended December 2018, the Fund’s positioning within high yield corporates was the largest detractor to relative performance. The asset class came under pressure during the 4th quarter as spreads widened due to falling oil prices and concerns around slowing global growth. An underweight allocation to U.S. Treasuries also detracted from performance over the year due to a late rally. The asset class benefited from a flight to quality in the 4th quarter, amid increased volatility in risk assets. Security selection within mortgage-backed securities (MBS) also detracted.

The largest contributor to the Fund’s relative performance over the period was an underweight allocation to investment grade corporates compared to the Index. Corporate spread widening in the final quarter of the year had a notable negative influence on full year performance for the asset class. An overweight position to asset-backed securities (ABS) also contributed to relative performance. We continue to favor high-quality ABS where we have found strong carry opportunities relative to other high-quality assets, primarily within credit card and auto-related ABS. Lastly, an overweight to and security selection within commercial mortgage-backed securities (CMBS) contributed. Within CMBS, we favor single-asset/single-borrower deals across the credit spectrum.

Outlook

We hold the view that U.S. domestic growth will separate from global weakness. Despite the recent market volatility and downturn of some soft economic indicators, we are cautiously optimistic about the U.S. economy as the labor market remains tight. We continue to believe that inflation expectations will gradually increase, and we remain focused on domestic opportunities given the potential for increased volatility and event risk abroad.

 

 

1

The Bloomberg Barclays U.S. Aggregate Bond Index (the “Index”) is an index of U.S dollar-denominated, investment-grade U.S. government and corporate securities, and mortgage pass-through securities, and asset-backed securities. You may not invest in the Index and, unlike the Fund, the Index does not incur fees or expenses.

 

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GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

Funds in the Guardian Variable Products Trust are sold by prospectus only. You should carefully consider the investment objectives, risks, charges and expenses of the Funds before making an investment decision. The prospectus contains this and other important information. Please read it carefully before investing or sending money. Please visit our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses or to obtain a printed copy, call 1-888-GUARDIAN (1-888-482-7342).

As with all mutual funds, the value of an investment in the Fund could decline, and you could lose money. Diversification does not guarantee profit or protect against loss, and there can be no assurance that the Fund will achieve its investment objective. Bond funds are subject to interest rate risk, credit risk, and prepayment risk. When interest rates rise, bond prices generally fall, and when interest rates fall, bond prices generally rise. In a lower interest rate environment, the risk that bond prices may fall when interest rates rise is potentially greater. Derivative transactions can create leverage and may be highly volatile. It is possible that a derivative transaction will result in a loss greater than the principal amount invested and the Fund may not be able to close out a derivative transaction at a favorable time or price. International investing involves special risks, which include changes in currency rates, foreign taxation and differences in auditing standards and securities regulations, political uncertainty and greater volatility. Foreign securities are subject to political, regulatory, economic, and exchange-rate risks not present in domestic investments. These risks are even greater when investing in emerging markets. The value of a debt security is affected by changes in interest rates and is subject to any credit risk of the issuer or guarantor of the security. Investing in a more limited number of issuers and sectors can be subject to greater market fluctuation. Any discussions of specific securities should not be considered a recommendation to buy or sell those securities. Fund holdings will vary.

 

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GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

Fund Characteristics (unaudited)

 

Total Net Assets: $ 355,069,564       

 

 

Bond Sector Allocation1

As of December 31, 2018

LOGO
 

Bond Quality Allocation2

As of December 31, 2018

LOGO

 

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GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

 

 

Top Ten Holdings1

As of December 31, 2018

 
   
Holding      Coupon Rate        Maturity Date        % of Total
Net Assets
 
Federal National Mortgage Association        4.500%          1/1/2049          22.68%  
U.S. Treasury Bill        2.370%          3/14/2019          14.22%  
Federal National Mortgage Association        4.000%          1/1/2049          11.17%  
U.S. Treasury Bond        3.000%          8/15/2048          4.87%  
U.S. Treasury Note Inflation Protected Security        0.625%          4/15/2023          4.71%  
U.S. Treasury Bond        2.750%          11/15/2042          3.10%  
Federal Home Loan Bank        2.350%          2/15/2019          2.34%  
Federal National Mortgage Association        3.500%          1/1/2049          1.69%  
U.S. Treasury Note        3.125%          11/15/2028          1.52%  
Federal Home Loan Bank        2.310%          1/31/2019          1.38%  
Total                              67.68%  

 

1

Portfolio holdings are subject to change and should not be considered a recommendation to buy or sell individual securities. Cash includes short-term investments and net other assets and liabilities.

2

The Bond Quality Allocation chart displays the percentage of fund assets allocated to each rating. Rating agencies’ independent ratings of individual securities are aggregated by Barclays, and market weights are reported using Standard & Poor’s letter rating conventions. Rating methodology uses the middle rating of Moody’s Investors Service, Inc., Standard & Poor’s Ratings Services, and Fitch Ratings. When a rating from only two of the rating agencies is available, the lower rating is used. Credit quality ratings assigned by a rating agency are subject to change periodically and are not absolute standards of credit quality. Rating agencies may fail to make timely changes in credit ratings, and an issuer’s current financial condition may be better or worse than a rating indicates. In formulating investment decisions for the Fund, Lord, Abbett & Co. LLC develops its own analysis of the credit quality and risks associated with individual debt instruments, rather than relying exclusively on rating agency ratings.

Fund Performance (unaudited)

 

           

Average Annual Total Returns

As of December 31, 2018

                                  
   
     Inception Date     1 Year     5 Year     10 Year     Since Inception  
Guardian Core Plus Fixed Income VIP Fund     9/1/2016       -1.29%                   -0.21%  
Bloomberg Barclays U.S. Aggregate Bond Index             0.01%                   0.19%  

 

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GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

 

 

Results of a Hypothetical $10,000 Investment

As of December 31, 2018

LOGO

The chart above shows the performance of a hypothetical $10,000 investment made on inception date in Guardian Core Plus Fixed Income VIP Fund and the Bloomberg Barclays U.S. Aggregate Bond Index. Index returns do not include the fees and expenses of the Fund, but do include reinvestment of dividends, if any.

Performance quoted represents past performance and does not guarantee or predict future results. Investment return and principal value will fluctuate, so shares, when redeemed, may be worth more or less than their original cost. The Fund’s fees and expenses are detailed in the Financial Highlights section of this report. Fees and expenses are factored into the net asset value of Fund shares and any performance numbers we release. Total return figures include the effect of expense limitations in effect during the periods shown, if applicable; without such limitations, the performance shown would have been lower. Performance results assume the reinvestment of dividends and capital gains. The return figures shown do not reflect the deduction of taxes that a contract owner/policyholder may pay on redemption units. The actual total returns for owners of variable annuity contracts or variable life insurance policies that provide for investment in the Fund will be lower to reflect separate account and contract/policy charges. Current and month-end performance information, which may be lower or higher than that cited, is available by calling 1-888-GUARDIAN (1-888-482-7342) and is periodically updated on our website: http://guardianlife.com.

 

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UNDERSTANDING YOUR FUND’S EXPENSES (UNAUDITED)

 

By investing in the Fund, you incur two types of costs: (1) transaction costs and (2) ongoing costs, including, as applicable, investment advisory fees, distribution and/or service (12b-1) fees and other Fund expenses. The example below is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period from July 1, 2018 to December 31, 2018. The table below shows the Fund’s expenses in two ways:

Expenses based on actual return

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

Expenses based on hypothetical 5% return for comparison purposes

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

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

 

 

         
    

Beginning
Account Value

7/1/18

 

Ending

Account Value
12/31/18

   

Expenses Paid

During Period*

7/1/18-12/31/18

   

Expense Ratio

During Period

7/1/18-12/31/18

 
Based on Actual Return   $1,000.00     $1,008.10       $4.00       0.79%  
Based on Hypothetical Return (5% Return Before Expenses)   $1,000.00     $1,021.22       $4.02       0.79%  

 

*

Expenses are equal to the Fund’s annualized expense ratio as indicated, multiplied by the average account value over the period, multiplied by 184/365 (to reflect the one-half year period).

 

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SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018   Principal
Amount
    
Value
 
Agency Mortgage–Backed Securities – 39.7%

 

   

Federal Home Loan Bank
2.31% due 1/31/2019(1)

  $     4,915,000      $ 4,905,578  

2.35% due 2/6/2019(1)

    1,230,000        1,227,130  

2.35% due 2/15/2019(1)

    8,342,000        8,317,533  
   

Federal Home Loan Mortgage Corp. Multifamily Structured Pass-Through Certificate
K072 A2
3.444% due 12/25/2027

    42,000        42,363  
   

Federal National Mortgage Association
3.50% due 1/1/2049(2)

    6,000,000        5,998,945  

4.00% due 1/1/2049(2)

    38,900,000        39,653,688  

4.50% due 1/1/2049(2)

    77,750,000        80,509,214  
   

Government National Mortgage Association
2017-168 AS
2.70% due 8/16/2058

    96,378        92,222  

2017-41 AS
2.60% due 6/16/2057

    82,588        78,535  

2017-69 AS
2.75% due 2/16/2058

    44,647        43,243  

2017-71 AS
2.70% due 4/16/2057

    28,686        27,565  

2017-89 AB
2.60% due 7/16/2058

    28,392        26,534  

2017-90 AS
2.70% due 7/16/2057

    39,862        38,171  
                  
   
Total Agency Mortgage–Backed Securities
(Cost $140,253,811)

 

     140,960,721  
Asset–Backed Securities – 28.3%

 

   

ACC Trust
2018-1 B
4.82% due 5/20/2021(3)

    230,000        230,247  
   

Ally Auto Receivables Trust
2017-5 A2
1.81% due 6/15/2020

    5,162        5,151  
   

ALM VII Ltd.
2012-7A A1R
3.916% (LIBOR 3 Month +
    1.48%) due 10/15/2028(3)(4)

    1,806,000        1,810,434  
   

American Credit Acceptance Receivables Trust
2016-2 C
6.09% due 5/12/2022(3)

    11,000        11,175  

2018-1 A
2.72% due 3/10/2021(3)

    25,271        25,252  

2018-4 A
3.38% due 12/13/2021(3)

    1,043,000        1,043,128  
   

American Express Credit Account Master Trust 2017-1 A
1.93% due 9/15/2022

    1,000,000        988,173  

2017-4 A
1.64% due 12/15/2021

    2,838,000        2,824,746  
   

AmeriCredit Automobile Receivables Trust
2015-2 D
3.00% due 6/8/2021

    884,000        881,486  
                  
December 31, 2018    Principal
Amount
    
Value
 
Asset–Backed Securities (continued)

 

2015-3 B
2.08% due 9/8/2020

   $ 3,989      $ 3,988  

2016-3 C
2.24% due 4/8/2022

         2,097,000            2,064,335  

2017-2 C
2.97% due 3/20/2023

     44,000        43,668  

2017-3 B
2.24% due 6/19/2023

     18,000        17,772  

2018-3 A2A
3.11% due 1/18/2022

     540,000        537,459  

2018-3 A2B
2.705% (LIBOR 1 Month +
    0.25%) due 1/18/2022(4)

     540,000        539,527  
   

Ares XXXIII CLO Ltd.
2015-1A A1R
4.101% (LIBOR 3 Month +
    1.35%) due 12/5/2025(3)(4)

     250,000        249,894  
   

Ascentium Equipment Receivables Trust
2016-2A A3
1.65% due 5/10/2022(3)

     8,599        8,562  

2016-2A B
2.50% due 9/12/2022(3)

     9,000        8,949  

2017-1A A2
1.87% due 7/10/2019(3)

     1,945        1,944  

2017-1A A3
2.29% due 6/10/2021(3)

     12,000        11,910  
   

Avery Point VII CLO Ltd.
2015-7A A1
3.936% (LIBOR 3 Month +
    1.50%) due 1/15/2028(3)(4)

     2,000,000        1,999,206  
   

Avis Budget Rental Car Funding AESOP LLC
2015-2A A
2.63% due 12/20/2021(3)

     826,000        816,760  
   

Barclays Dryrock Issuance Trust
2014-3 A
2.41% due 7/15/2022

     2,624,000        2,612,266  
   

Benefit Street Partners CLO IV Ltd.
2014-IVA BR
5.369% (LIBOR 3 Month +
    2.90%) due 1/20/2029(3)(4)

     500,000        500,048  

2014-IVA A1R
3.959% (LIBOR 3 Month +
    1.49%) due 1/20/2029(3)(4)

     500,000        499,772  
   

BlueMountain CLO Ltd.
2013-1A A1R
3.869% (LIBOR 3 Month +
    1.40%) due 1/20/2029(3)(4)

     1,036,000        1,035,555  

2016-1A BR
3.819% (LIBOR 3 Month +
    1.35%) due 4/20/2027(3)(4)

     822,000        791,266  
   

BMW Vehicle Owner Trust
2018-A A2A
2.09% due 11/25/2020

     54,087        53,910  
   

California Republic Auto Receivables Trust
2015-1 A4
1.82% due 9/15/2020

     9,629        9,607  
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Asset–Backed Securities (continued)

 

2015-2 B
2.53% due 6/15/2021

   $ 87,000      $ 86,505  

2015-3 A4
2.13% due 5/17/2021

     17,704        17,633  

2015-4 A4
2.58% due 6/15/2021(3)

     58,786        58,668  

2016-2 B
2.52% due 5/16/2022

     21,000        20,752  

2017-1 A3
1.90% due 3/15/2021

     27,790        27,697  

2018-1 A2
2.86% due 3/15/2021

     934,000        932,415  

2018-1 B
3.56% due 3/15/2023

     669,000        671,531  
   

Capital Auto Receivables Asset Trust 2017-1 B
2.43% due 5/20/2022(3)

     28,000        27,605  

2017-1 C
2.70% due 9/20/2022(3)

     40,000        39,614  

2017-1 D
3.15% due 2/20/2025(3)

     1,086,000        1,083,145  
   

Capital One Multi-Asset Execution Trust
2016-A3 A3
1.34% due 4/15/2022

     627,000        622,173  

2016-A4 A4
1.33% due 6/15/2022

     808,000        799,834  

2017-A1 A1
2.00% due 1/17/2023

     1,000,000        989,005  
   

CarMax Auto Owner Trust
2015-2 A4
1.80% due 3/15/2021

     36,873        36,702  

2018-4 B
3.67% due 5/15/2024

     1,822,000        1,780,340  
   

Cedar Funding VI CLO Ltd.
2016-6A BR
4.069% (LIBOR 3 Month + 1.60%)
    due 10/20/2028(3)(4)

     400,000        389,593  
   

Chase Issuance Trust
2012-A4 A4
1.58% due 8/15/2021

     534,000        529,653  

2016-A5 A5
1.27% due 7/15/2021

     1,058,000        1,048,726  
   

Chesapeake Funding II LLC
2016-1A A1
2.11% due 3/15/2028(3)

     84,367        84,163  

2016-2A A1
1.88% due 6/15/2028(3)

     274,375        273,182  

2017-2A A1
1.99% due 5/15/2029(3)

     355,111        351,389  

2017-3A A1
1.91% due 8/15/2029(3)

     1,583,520        1,563,098  
   

Chrysler Capital Auto Receivables Trust
2016-AA C
3.25% due 6/15/2022(3)

     6,000        6,007  
   

Citibank Credit Card Issuance Trust 2014-A6 A6
2.15% due 7/15/2021

     608,000        605,496  
                   
December 31, 2018    Principal
Amount
    
Value
 
Asset–Backed Securities (continued)

 

2017-A2 A2
1.74% due 1/19/2021

   $ 467,000      $ 466,699  
   

CNH Equipment Trust
2015-A A4
1.85% due 4/15/2021

     41,659        41,485  
   

CPS Auto Receivables Trust
2018-B A
2.72% due 9/15/2021(3)

     827,369        824,385  

2017-D A
1.87% due 3/15/2021(3)

     30,655        30,550  

2017-D B
2.43% due 1/18/2022(3)

     955,000        947,954  

2018-B B
3.23% due 7/15/2022(3)

     1,509,000        1,507,363  

2018-B D
4.26% due 3/15/2024(3)

     750,000        760,682  
   

CPS Auto Trust
2018-C A
2.87% due 9/15/2021(3)

     507,270        506,249  

2018-C B
3.43% due 7/15/2022(3)

     212,000        212,311  
   

Daimler Trucks Retail Trust
2018-1 A2
2.60% due 5/15/2020(3)

     50,151        50,086  
   

Discover Card Execution Note Trust 2012-A6 A6
1.67% due 1/18/2022

     1,942,000        1,929,433  

2014-A1 A1
2.885% (LIBOR 1 Month + 0.43%)

    due 7/15/2021(4)

     200,000        200,023  

2014-A4 A4
2.12% due 12/15/2021

     635,000        632,633  

2016-A1 A1
1.64% due 7/15/2021

     100,000        99,926  

2017-A2 A2
2.39% due 7/15/2024

     1,277,000        1,257,399  
   

DLL LLC
2018-1 A3
3.10% due 4/18/2022(3)

     1,016,000        1,016,253  
   

DLL Securitization Trust
2017-A A3
2.14% due 12/15/2021(3)

     749,000        741,510  
   

Drive Auto Receivables Trust
2016-AA C
3.91% due 5/17/2021(3)

     14,835        14,860  

2016-BA D
4.53% due 8/15/2023(3)

     1,329,000        1,337,576  

2016-CA C
3.02% due 11/15/2021(3)

     28,445        28,428  

2016-CA D
4.18% due 3/15/2024(3)

     14,000        14,071  

2017-1 D
3.84% due 3/15/2023

     3,156,000        3,167,314  

2017-3 C
2.80% due 7/15/2022

     62,000        61,842  

2017-AA D
4.16% due 5/15/2024(3)

     26,000        26,293  

2017-BA D
3.72% due 10/17/2022(3)

     1,499,000        1,501,844  
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Asset–Backed Securities (continued)

 

2018-3 A2
2.75% due 10/15/2020

   $     1,203,545      $     1,202,933  

2018-3 A3
3.01% due 11/15/2021

     672,000        671,050  

2018-3 B
3.37% due 9/15/2022

     265,000        265,176  

2018-3 C
3.72% due 9/16/2024

     633,000        632,950  

2018-4 A2A
2.78% due 10/15/2020

     647,000        646,293  

2018-4 A3
3.04% due 11/15/2021

     1,011,000        1,010,974  

2018-5 A2A
3.08% due 7/15/2021

     900,000        900,013  

2018-5 A2B
2.775% (LIBOR 1 Month +
    0.32%) due 7/15/2021(4)

     738,000        736,900  
   

Engs Commercial Finance Trust
2018-1A A1
2.97% due 2/22/2021(3)

     61,240        61,107  
   

First Investors Auto Owner Trust
2017-1A A1
1.69% due 4/15/2021(3)

     4,921        4,913  

2017-2A A1
1.86% due 10/15/2021(3)

     31,338        31,189  

2017-3A A2
2.41% due 12/15/2022(3)

     24,000        23,811  

2017-3A B
2.72% due 4/17/2023(3)

     10,000        9,911  
   

Flagship Credit Auto Trust
2016-2 A2
3.05% due 8/16/2021(3)

     1,555,264        1,553,221  

2017-1 A
1.93% due 12/15/2021(3)

     8,637        8,617  

2017-2 A
1.85% due 7/15/2021(3)

     13,072        13,011  

2017-3 A
1.88% due 10/15/2021(3)

     16,521        16,421  

2017-3 B
2.59% due 7/15/2022(3)

     20,000        19,757  

2017-4 A
2.07% due 4/15/2022(3)

     16,068        15,949  

2018-1 A
2.59% due 6/15/2022(3)

     28,224        28,074  

2018-3 A
3.07% due 2/15/2023(3)

     1,456,495        1,451,443  

2018-3 B
3.59% due 12/16/2024(3)

     479,000        482,303  
   

Ford Credit Auto Lease Trust
2017-B A2A
1.80% due 6/15/2020

     26,679        26,602  
   

Ford Credit Auto Owner Trust
2016-2 A
2.03% due 12/15/2027(3)

     2,000,000        1,950,969  

2017-1 A
2.62% due 8/15/2028(3)

     817,000        805,247  

2018-2 A
3.47% due 1/15/2030(3)

     516,000        522,888  
                   
December 31, 2018    Principal
Amount
    
Value
 
Asset–Backed Securities (continued)

 

Ford Credit Floorplan Master Owner Trust A
2017-2 A1
2.16% due 9/15/2022

   $     1,500,000      $     1,477,771  

2018-4A
4.06% due 11/15/2030

     450,000        451,134  
   

Foursight Capital Automobile Receivables Trust
2016-1 A2
2.87% due 10/15/2021(3)

     25,551        25,492  

2018-1 B
3.53% due 4/17/2023(3)

     100,000        100,322  
   

GM Financial Automobile Leasing Trust
2016-3 A3
1.61% due 12/20/2019

     4,235        4,228  

2017-2 A2A
1.72% due 1/21/2020

     4,491        4,480  
   

GM Financial Consumer Automobile Receivables Trust
2017-3A A2A
1.71% due 9/16/2020(3)

     30,195        30,101  
   

GMF Floorplan Owner Revolving Trust
2016-1 A1
1.96% due 5/17/2021(3)

     722,000        718,688  
   

Golden Credit Card Trust
2018-1A A
2.62% due 1/15/2023(3)

     2,015,000        2,004,608  
   

Halcyon Loan Advisors Funding Ltd.
2015-2A CR
4.64% (LIBOR 3 Month +
    2.15%) due 7/25/2027(3)(4)

     250,000        240,111  
   

Hardee’s Funding LLC
2018-1A A2II
4.959% due 6/20/2048(3)

     766,080        773,761  
   

Honda Auto Receivables Owner Trust
2016-2 A3
1.39% due 4/15/2020

     3,242        3,229  
   

Hyundai Auto Lease Securitization Trust
2017-C A2A
1.89% due 3/16/2020(3)

     63,174        62,959  
   

KVK CLO Ltd.
2016-1A C
5.586% (LIBOR 3 Month +
    3.15%) due 1/15/2029(3)(4)

     483,000        477,007  
   

LCM XXII Ltd.
22A A1
3.949% (LIBOR 3 Month +
    1.48%) due 10/20/2028(3)(4)

     250,000        249,996  
   

LCM XXIV Ltd.
24A A
3.779% (LIBOR 3 Month +
    1.31%) due 3/20/2030(3)(4)

     439,000        438,974  
   

Magnetite XVIII Ltd.
2016-18A AR
3.696% (LIBOR 3 Month +
    1.08%) due 11/15/2028(3)(4)

     1,000,000        995,571  
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Asset–Backed Securities (continued)

 

   

Master Credit Card Trust II Series
2018-1A A
2.969% (LIBOR 1 Month + 0.49%)
    due 7/21/2024(3)(4)

   $ 100,000      $ 99,651  
   

Mercedes-Benz Auto Lease Trust 2018-A A2
2.20% due 4/15/2020

     39,055        38,969  

2018-B A2
3.04% due 12/15/2020

     1,442,000        1,441,877  
   

Mercedes-Benz Auto Receivables Trust
2016-1 A3
1.26% due 2/16/2021

     11,677        11,585  
   

MMAF Equipment Finance LLC
2017-AA A3
2.04% due 2/16/2022(3)

     1,705,000        1,688,997  
   

Navient Private Education Refi Loan Trust
2018-DA A2A
4.00% due 12/15/2059(3)

     368,000        370,827  
   

NextGear Floorplan Master Owner Trust
2016-1A A2
2.74% due 4/15/2021(3)

     1,349,000        1,347,439  

2016-2A A2
2.19% due 9/15/2021(3)

     656,000        651,293  
   

OHA Loan Funding Ltd.
2016-1A B1
4.269% (LIBOR 3 Month + 1.80%)
    due 1/20/2028(3)(4)

     542,000        539,957  
   

Orec Ltd.
2018-CRE1 A
3.487% (LIBOR 1 Month + 1.18%)
    due 6/15/2036(3)(4)

     645,000        644,999  
   

Palmer Square Loan Funding Ltd. 2018-5A A1
3.32% (LIBOR 3 Month + 0.85%)
    due 1/20/2027(3)(4)

     671,000        669,322  

2018-5A A2
3.87% (LIBOR 3 Month + 1.40%)
    due 1/20/2027(3)(4)

     250,000        249,218  
   

Pennsylvania Higher Education Assistance Agency
2006-1 B
2.76% (LIBOR 3 Month + 0.27%)
    due 4/25/2038(4)

     44,542        42,866  
   

PFS Financing Corp.
2016-BA A
1.87% due 10/15/2021(3)

     937,000        927,597  
   

Regatta VI Funding Ltd.
2016-1A CR
4.519% (LIBOR 3 Month + 2.05%)
    due 7/20/2028(3)(4)

     314,000        301,458  
   

Riserva CLO Ltd.
2016-3A A
3.905% (LIBOR 3 Month + 1.46%)
    due 10/18/2028(3)(4)

     250,000        249,889  
                   
December 31, 2018    Principal
Amount
    
Value
 
Asset–Backed Securities (continued)

 

   

Santander Drive Auto Receivables Trust
2015-4 C
2.97% due 3/15/2021

   $ 13,068      $ 13,062  

2016-3 B
1.89% due 6/15/2021

     6,862        6,844  

2017-3 A3
1.87% due 6/15/2021

     37,181        37,098  

2017-3 C
2.76% due 12/15/2022

     12,000        11,928  

2018-1 A2
2.10% due 11/16/2020

     16,778        16,755  

2018-1 B
2.63% due 7/15/2022

     46,000        45,726  

2018-1 D
3.32% due 3/15/2024

     35,000        34,764  

2018-3 A2A
2.78% due 3/15/2021

     836,730        835,648  
   

SCF Equipment Leasing LLC
2018-1A A2
3.63% due 10/20/2024(3)

     873,000        871,855  
   

SLC Student Loan Trust
2008-1 A4A
4.388% (LIBOR 3 Month + 1.60%)
    due 12/15/2032(4)

     249,826        255,829  
   

SoFi Professional Loan Program Trust
2017-F A1FX
2.05% due 1/25/2041(3)

     1,564,933        1,548,051  

2018-A A2A
2.39% due 2/25/2042(3)

     519,899        515,349  

2018-B A1FX
2.64% due 8/25/2047(3)

     570,629        567,947  
   

Sound Point CLO XI Ltd.
2016-1A AR
3.558% (LIBOR 3 Month + 1.10%)
    due 7/20/2028(3)(4)

     370,000        367,583  
   

SunTrust Auto Receivables Trust
2015-1A A4
1.78% due 1/15/2021(3)

     10,476        10,434  
   

Synchrony Credit Card Master Note Trust
2016-1 A
2.04% due 3/15/2022

     100,000        99,797  

2016-3 A
1.58% due 9/15/2022

     561,000        555,477  

2017-1 A
1.93% due 6/15/2023

     1,873,000        1,843,526  

2017-2 A
2.62% due 10/15/2025

     2,219,000        2,189,812  
   

TCF Auto Receivables Owner Trust
2015-2A C
3.75% due 12/15/2021(3)

     1,049,000        1,050,279  

2016-1A B
2.32% due 6/15/2022(3)

     69,000        67,875  

2016-PT1A B
2.92% due 10/17/2022(3)

     30,000        29,793  
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Asset–Backed Securities (continued)

 

   

TCI-Flatiron CLO Ltd.
2016-1A A
3.999% (LIBOR 3 Month +
    1.55%) due 7/17/2028(3)(4)

   $     750,000      $ 749,878  
   

TCI-Symphony CLO Ltd.
2016-1A A
3.916% (LIBOR 3 Month +
    1.48%) due 10/13/2029(3)(4)

     250,000        252,637  
   

THL Credit Wind River CLO Ltd.
2012-1A BR
4.286% (LIBOR 3 Month +
    1.85%) due 1/15/2026(3)(4)

     2,000,000        1,991,032  
   

Towd Point Asset Trust
2018-SL1 A
3.106% (LIBOR 1 Month +
    0.60%) due 1/25/2046(3)(4)

     672,570        666,507  
   

TPG Real Estate Finance Issuer Ltd.
2018-FL2 A
3.585% (LIBOR 1 Month +
    1.13%) due 11/15/2037(3)(4)

     658,000        657,999  
   

Volvo Financial Equipment LLC
2015-1A A4
1.91% due 1/15/2020(3)

     14,884        14,869  
   

Westgate Resorts LLC
2018-1A A
3.38% due 12/20/2031(3)

     295,867        295,696  
   

Westlake Automobile Receivables Trust
2016-3A B
2.07% due 12/15/2021(3)

     1,695        1,694  

2017-2A A2A
1.80% due 7/15/2020(3)

     10,949        10,925  
   

Wheels SPV 2 LLC
2018-1A A2
3.06% due 4/20/2027(3)

     347,000        347,939  
   

Wingstop Funding LLC
2018-1 A2
4.97% due 12/5/2048(3)

     532,000        540,418  
   

World Financial Network Credit Card Master Trust
2012-A A
3.14% due 1/17/2023

     580,000        579,938  

2017-B A
1.98% due 6/15/2023

     2,894,000        2,874,398  

2017-C A
2.31% due 8/15/2024

     1,091,000        1,075,762  

2017-C M
2.66% due 8/15/2024

     40,000        39,494  
                   
   
Total Asset–Backed Securities
(Cost $100,739,369)

 

     100,549,001  
Corporate Bonds & Notes – 24.7%

 

Aerospace & Defense – 0.6%

 

   

Bombardier, Inc.
7.50% due 3/15/2025(3)

     746,000        703,105  
   

Embraer S.A.
5.15% due 6/15/2022

     15,000        15,413  
                   
December 31, 2018    Principal
Amount
    
Value
 
Aerospace & Defense (continued)

 

   

Kratos Defense & Security Solutions, Inc.
6.50% due 11/30/2025(3)

   $     553,000      $ 562,677  
   

United Technologies Corp.
3.65% due 8/16/2023

     766,000        762,999  
       

 

 

 
   
         2,044,194  
Auto Manufacturers – 0.9%

 

   

Daimler Finance North America LLC
3.75% due 2/22/2028(3)

     760,000        714,966  
   

Ford Motor Co.
7.45% due 7/16/2031

     1,065,000        1,098,041  
   

General Motors Co.
6.60% due 4/1/2036

     50,000        48,675  

6.75% due 4/1/2046

     1,100,000        1,064,914  
   

Tesla, Inc.
5.30% due 8/15/2025(3)

     419,000        364,006  
       

 

 

 
   
         3,290,602  
Beverages – 0.4%

 

   

Anheuser-Busch Cos. LLC / Anheuser-Busch InBev Worldwide, Inc.
3.65% due 2/1/2026(3)

     1,003,000        948,385  

4.70% due 2/1/2036(3)

     303,000        281,002  
   

Becle S.A.B. de C.V.
3.75% due 5/13/2025(3)

     150,000        142,844  
       

 

 

 
   
         1,372,231  
Chemicals – 0.6%

 

   

Ashland LLC
6.875% due 5/15/2043

     176,000        173,360  
   

Braskem Netherlands Finance B.V.
4.50% due 1/10/2028(3)

     400,000        369,704  
   

CNAC HK Finbridge Co. Ltd.
3.50% due 7/19/2022

     380,000        370,451  
   

Mexichem S.A.B. de C.V.
4.875% due 9/19/2022(3)

     250,000        251,562  
   

Phosagro OAO Via Phosagro Bond Funding DAC
3.949% due 4/24/2023(3)

     300,000        280,740  
   

Rain CII Carbon LLC / CII Carbon Corp.
7.25% due 4/1/2025(3)

     765,000        692,325  
       

 

 

 
   
         2,138,142  
Coal – 0.2%

 

   

Peabody Energy Corp.
6.375% due 3/31/2025(3)

     543,000        504,990  
   

Warrior Met Coal, Inc.
8.00% due 11/1/2024(3)

     345,000        342,413  
       

 

 

 
   
         847,403  
Commercial Banks – 4.6%

 

   

Akbank T.A.S.
4.00% due 1/24/2020(3)

     200,000        196,400  
   

Banco de Credito e Inversiones S.A.
3.50% due 10/12/2027(3)

     420,000        378,000  
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Commercial Banks (continued)

 

   

Bank of America Corp.
3.593% (3.593% fixed rate until
    7/21/2027; LIBOR 3 Month +
    1.37% thereafter) due
    7/21/2028(4)

   $ 756,000      $ 716,929  

3.95% due 4/21/2025

     25,000        24,223  

4.00% due 1/22/2025

     577,000        562,082  

4.45% due 3/3/2026

     250,000        247,149  
   

Citigroup, Inc.
3.887% (3.887% fixed rate until
    1/10/2027; LIBOR 3 Month +
    1.563% thereafter) due
    1/10/2028(4)

     1,401,000        1,351,837  

4.45% due 9/29/2027

     361,000        347,938  
   

HBOS PLC
6.00% due 11/1/2033(3)

     35,000        36,753  
   

Intesa Sanpaolo S.p.A.
3.875% due 1/12/2028(3)

     400,000        341,615  
   

JPMorgan Chase & Co.
3.782% (3.782% fixed rate until
    2/1/2027; LIBOR 3 Month +
    1.337% thereafter) due
    2/1/2028(4)

     2,307,000        2,239,450  
   

Macquarie Group Ltd.
4.654% (4.654% fixed rate until
    3/27/2028; LIBOR 3 Month +
    1.727% thereafter) due
    3/27/2029(3)(4)

     963,000        942,555  
   

Morgan Stanley
3.625% due 1/20/2027

     138,000        131,155  

4.00% due 7/23/2025

     790,000        779,375  
   

Popular, Inc.
6.125% due 9/14/2023

     361,000        358,069  
   

Royal Bank of Canada
3.35% due 10/22/2021(3)

     2,033,000        2,054,206  
   

Santander U.K. PLC
7.95% due 10/26/2029

     87,000        102,019  
   

The Goldman Sachs Group, Inc.
4.223% (4.223% fixed rate until
    5/1/2028; LIBOR 3 Month +
    1.301% thereafter) due
    5/1/2029(4)

     490,000        471,570  

6.25% due 2/1/2041

     405,000        461,926  
   

The Toronto-Dominion Bank
3.625% (3.625% fixed rate until
    9/15/2026; 5 Year USD Swap +
    2.205% thereafter) due
    9/15/2031(4)

     1,074,000        1,017,001  
   

Turkiye Garanti Bankasi A/S
6.25% due 4/20/2021(3)

     400,000        396,328  
   

UBS AG
5.125% due 5/15/2024

     522,000        519,390  

7.625% due 8/17/2022

     900,000        958,500  
   

Wachovia Corp.
7.574% due 8/1/2026(4)

     151,000        178,782  
   

Wells Fargo Bank N.A.
6.60% due 1/15/2038

     1,250,000        1,545,898  
       

 

 

 
   
         16,359,150  
December 31, 2018    Principal
Amount
    
Value
 
Commercial Services – 0.6%        
   

Adani Ports & Special Economic Zone Ltd.
4.00% due 7/30/2027(3)

   $ 200,000      $ 178,407  
   

Ahern Rentals, Inc.
7.375% due 5/15/2023(3)

     762,000        609,600  
   

The Brink’s Co.
4.625% due 10/15/2027(3)

     577,000        525,070  
   

United Rentals North America, Inc.
4.875% due 1/15/2028

     552,000        484,380  
   

Weight Watchers International, Inc.
8.625% due 12/1/2025(3)

     507,000        517,140  
       

 

 

 
   
         2,314,597  
Computers – 0.5%

 

   

Dell International LLC / EMC Corp.
5.45% due 6/15/2023(3)

     141,000        143,487  

6.02% due 6/15/2026(3)

     134,000        134,606  

7.125% due 6/15/2024(3)

     660,000        671,550  

8.35% due 7/15/2046(3)

     648,000        701,648  
       

 

 

 
   
         1,651,291  
Diversified Financial Services – 1.5%

 

   

Affiliated Managers Group, Inc.
3.50% due 8/1/2025

     500,000        485,875  

4.25% due 2/15/2024

     25,000        25,506  
   

Ally Financial, Inc.
8.00% due 11/1/2031

     603,000        669,330  
   

BrightSphere Investment Group PLC
4.80% due 7/27/2026

     315,000        303,333  
   

GE Capital International Funding Co. Unlimited Co.
4.418% due 11/15/2035

     1,353,000        1,133,228  
   

International Lease Finance Corp.
5.875% due 4/1/2019

     880,000        883,589  

5.875% due 8/15/2022

     112,000        117,315  
   

Navient Corp.
5.875% due 10/25/2024

     938,000        783,230  
   

Neuberger Berman Group LLC / Neuberger Berman Finance Corp.
4.50% due 3/15/2027(3)

     309,000        308,725  

4.875% due 4/15/2045(3)

     198,000        176,505  
   

SURA Asset Management S.A.
4.375% due 4/11/2027(3)

     400,000        371,504  
       

 

 

 
   
         5,258,140  
Electric – 1.2%

 

   

Ausgrid Finance Pty. Ltd.
4.35% due 8/1/2028(3)

     686,000        683,735  
   

Berkshire Hathaway Energy Co.
3.80% due 7/15/2048

     263,000        236,049  
   

Calpine Corp.
5.75% due 1/15/2025

     580,000        530,700  
   

Electricite de France S.A.
5.00% due 9/21/2048(3)

     755,000        669,017  
   

Entergy Louisiana LLC
4.00% due 3/15/2033

     292,000        295,374  
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Electric (continued)

 

   

Exelon Generation Co. LLC
5.60% due 6/15/2042

   $ 49,000      $ 47,703  

6.25% due 10/1/2039

         450,000        469,281  
   

Massachusetts Electric Co.
4.004% due 8/15/2046(3)

     370,000        348,153  
   

Minejesa Capital B.V.
4.625% due 8/10/2030(3)

     200,000        178,267  
   

PSEG Power LLC
8.625% due 4/15/2031

     228,000        296,028  
   

South Carolina Electric & Gas Co.
6.05% due 1/15/2038

     543,000        640,328  

6.625% due 2/1/2032

     15,000        18,187  
       

 

 

 
   
         4,412,822  
Electronics – 0.0%

 

   

Trimble, Inc.
4.90% due 6/15/2028

     22,000        21,662  
       

 

 

 
   
         21,662  
Engineering & Construction – 0.3%

 

   

China Railway Resources Huitung Ltd.
3.85% due 2/5/2023

     581,000        580,905  
   

Indika Energy Capital III Pte Ltd.
5.875% due 11/9/2024(3)

     410,000        356,481  
       

 

 

 
   
         937,386  
Entertainment – 0.4%

 

   

Eldorado Resorts, Inc.
6.00% due 4/1/2025

     714,000        688,753  
   

Jacobs Entertainment, Inc.
7.875% due 2/1/2024(3)

     553,000        569,590  
   

Mohegan Gaming & Entertainment
7.875% due 10/15/2024(3)

     59,000        55,091  
       

 

 

 
   
         1,313,434  
Food – 0.4%

 

   

Albertsons Cos. LLC / Safeway, Inc. / New Albertsons LP / Albertson’s LLC
6.625% due 6/15/2024

     769,000        713,247  
   

Arcor SAIC
6.00% due 7/6/2023(3)

     13,000        11,948  
   

Campbell Soup Co.
3.80% due 8/2/2042

     303,000        226,458  
   

Lamb Weston Holdings, Inc.
4.875% due 11/1/2026(3)

     544,000        522,240  
       

 

 

 
   
         1,473,893  
Forest Products & Paper – 0.1%

 

   

Fibria Overseas Finance Ltd.
4.00% due 1/14/2025

     390,000        367,770  
       

 

 

 
   
         367,770  
Gas – 0.1%

 

   

Dominion Energy Gas Holdings LLC
4.60% due 12/15/2044

     430,000        423,942  
       

 

 

 
   
         423,942  
December 31, 2018    Principal
Amount
    
Value
 
Hand & Machine Tools – 0.1%

 

   

Kennametal, Inc.
4.625% due 6/15/2028

   $ 360,000      $ 358,705  
       

 

 

 
   
         358,705  
Healthcare-Services – 1.0%

 

   

Acadia Healthcare Co., Inc.
5.625% due 2/15/2023

     577,000        546,707  

6.50% due 3/1/2024

     117,000        112,905  
   

HCA, Inc.
5.25% due 6/15/2026

     483,000        479,378  

5.50% due 6/15/2047

     580,000        549,550  

7.50% due 11/6/2033

     10,000        10,500  
   

MPH Acquisition Holdings LLC
7.125% due 6/1/2024(3)

     540,000        503,550  
   

Polaris Intermediate Corp.
8.50% due 12/1/2022, Toggle PIK
    (8.50% Cash or 9.25% PIK)(3)(5)

     716,000        653,078  
   

WellCare Health Plans, Inc.
5.25% due 4/1/2025

     771,000        742,087  
       

 

 

 
   
         3,597,755  
Home Builders – 0.8%

 

   

Century Communities, Inc.
5.875% due 7/15/2025

     599,000        527,120  
   

PulteGroup, Inc.
7.875% due 6/15/2032

     638,000        660,330  
   

Taylor Morrison Communities, Inc.
6.625% due 5/15/2022

     351,000        351,439  
   

TRI Pointe Group, Inc.
5.25% due 6/1/2027

     804,000        626,879  
   

William Lyon Homes, Inc.
5.875% due 1/31/2025

     224,000        190,400  

6.00% due 9/1/2023

     378,000        340,200  
   

Williams Scotsman International, Inc.
6.875% due 8/15/2023(3)

     182,000        174,720  
       

 

 

 
   
         2,871,088  
Household Products & Wares – 0.0%

 

   

Kimberly-Clark de Mexico S.A.B. de C.V.
3.80% due 4/8/2024(3)

     100,000        97,736  
       

 

 

 
   
         97,736  
Insurance – 0.2%

 

   

CNO Financial Group, Inc.
5.25% due 5/30/2025

     354,000        337,185  
   

Teachers Insurance & Annuity Association of America
4.90% due 9/15/2044(3)

     253,000        262,341  
   

Willis North America, Inc.
7.00% due 9/29/2019

     50,000        51,147  
       

 

 

 
   
         650,673  
Internet – 0.5%

 

   

Alibaba Group Holding Ltd.
4.20% due 12/6/2047

     400,000        354,662  
   

Netflix, Inc.
4.375% due 11/15/2026

     1,397,000        1,267,777  
       

 

 

 
   
         1,622,439  
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Iron & Steel – 0.2%

 

   

Cleveland-Cliffs, Inc.
5.75% due 3/1/2025

   $ 763,000      $ 686,700  
   

Vale Overseas Ltd.
6.875% due 11/10/2039

     141,000        162,855  
       

 

 

 
   
         849,555  
Leisure Time – 0.2%

 

   

Carnival PLC
7.875% due 6/1/2027

     525,000        654,495  
       

 

 

 
   
         654,495  
Machinery-Diversified – 0.6%

 

   

Nvent Finance Sarl
4.55% due 4/15/2028

     1,587,000        1,554,883  
   

SPX FLOW, Inc.
5.625% due 8/15/2024(3)

     751,000        709,695  
       

 

 

 
   
         2,264,578  
Media – 1.7%

 

   

21st Century Fox America, Inc.
7.75% due 12/1/2045

     320,000        469,824  
   

AMC Networks, Inc.
4.75% due 8/1/2025

     562,000        510,015  
   

Cablevision Systems Corp.
5.875% due 9/15/2022

     789,000        775,193  
   

CCO Holdings LLC / CCO Holdings Capital Corp.
5.75% due 2/15/2026(3)

     883,000        865,340  
   

Comcast Corp.
3.969% due 11/1/2047

     449,000        401,340  
   

Cox Communications, Inc.
4.50% due 6/30/2043(3)

     539,000        454,537  

4.70% due 12/15/2042(3)

     496,000        436,712  

8.375% due 3/1/2039(3)

     63,000        78,519  
   

Myriad International Holdings B.V.
5.50% due 7/21/2025(3)

     540,000        543,623  
   

Time Warner Cable LLC
6.55% due 5/1/2037

     71,000        72,863  

7.30% due 7/1/2038

     447,000        484,573  
   

Time Warner Entertainment Co. LP
8.375% due 7/15/2033

     432,000        526,660  
   

Warner Media LLC
6.25% due 3/29/2041

     434,000        468,532  
       

 

 

 
   
         6,087,731  
Metal Fabricate & Hardware – 0.0%

 

   

Grinding Media, Inc. / Moly-Cop AltaSteel Ltd.
7.375% due 12/15/2023(3)

     9,000        8,708  
       

 

 

 
   
         8,708  
Mining – 0.8%

 

   

Anglo American Capital PLC
4.00% due 9/11/2027(3)

     1,000,000        904,859  

4.75% due 4/10/2027(3)

     521,000        498,976  
   

Barrick North America Finance LLC
7.50% due 9/15/2038

     88,000        106,596  
                   
December 31, 2018    Principal
Amount
    
Value
 
Mining (continued)

 

   

Corp. Nacional del Cobre de Chile
4.50% due 9/16/2025(3)

   $ 450,000      $ 455,706  
   

Freeport-McMoRan, Inc.
3.875% due 3/15/2023

     571,000        528,175  
   

Glencore Finance Canada Ltd.
5.55% due 10/25/2042(3)

     429,000        386,151  
       

 

 

 
   
         2,880,463  
Miscellaneous Manufacturing – 0.4%

 

   

General Electric Co.
2.962% (LIBOR 3 Month + 0.38%)
    due 5/5/2026(4)

     448,000        360,669  

6.15% due 8/7/2037

     448,000        436,998  
   

Siemens Financieringsmaatschappij N.V.
2.35% due 10/15/2026(3)

     500,000        455,533  
       

 

 

 
   
         1,253,200  
Oil & Gas – 2.6%

 

   

Apache Corp.
5.10% due 9/1/2040

     217,000        196,545  
   

Berry Petroleum Co. LLC
7.00% due 2/15/2026(3)

     12,000        10,800  
   

Carrizo Oil & Gas, Inc.
6.25% due 4/15/2023

     560,000        518,000  
   

Chesapeake Energy Corp.
7.50% due 10/1/2026

     365,000        312,075  
   

Continental Resources, Inc.
4.50% due 4/15/2023

     480,000        472,405  
   

Ecopetrol S.A.
5.875% due 5/28/2045

     190,000        179,402  
   

Eni S.p.A.
5.70% due 10/1/2040(3)

     850,000        879,644  
   

Equinor ASA
7.15% due 11/15/2025

     1,500,000        1,788,656  
   

Gazprom OAO Via Gaz Capital S.A.
4.95% due 2/6/2028(3)

     200,000        190,708  
   

Hilcorp Energy I LP / Hilcorp Finance Co.
6.25% due 11/1/2028(3)

     563,000        495,440  
   

Indigo Natural Resources LLC
6.875% due 2/15/2026(3)

     188,000        161,680  
   

Kerr-McGee Corp.
7.875% due 9/15/2031

     20,000        23,951  
   

Pertamina Persero PT
5.625% due 5/20/2043(3)

     200,000        189,040  
   

Petrobras Global Finance B.V.
4.375% due 5/20/2023

     290,000        276,622  

7.25% due 3/17/2044

     560,000        551,886  
   

Petroleos Mexicanos
4.50% due 1/23/2026

     803,000        692,186  
   

Precision Drilling Corp.
5.25% due 11/15/2024

     385,000        319,550  

7.75% due 12/15/2023

     176,000        162,140  
   

Sinopec Group Overseas Development Ltd.
4.375% due 10/17/2023(3)

     200,000        204,463  
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Oil & Gas (continued)

 

   

SM Energy Co.
6.625% due 1/15/2027

   $ 226,000      $ 200,010  
   

Valero Energy Corp.
10.50% due 3/15/2039

     486,000        742,677  
   

WPX Energy, Inc.
5.25% due 9/15/2024

     262,000        237,110  
   

YPF S.A.
8.50% due 7/28/2025(3)

     415,000        372,462  
       

 

 

 
   
         9,177,452  
Oil & Gas Services – 0.4%

 

   

Baker Hughes a GE Co. LLC / Baker Hughes Co-Obligor, Inc.
4.08% due 12/15/2047

     1,184,000        975,677  
   

Transocean Proteus Ltd.
6.25% due 12/1/2024(3)

     321,600        307,932  
       

 

 

 
   
         1,283,609  
Pharmaceuticals – 0.2%

 

   

Bausch Health Cos., Inc.
5.625% due 12/1/2021(3)

     310,000        305,350  
   

Bayer Corp.
6.65% due 2/15/2028(3)

     11,000        12,475  
   

Valeant Pharmaceuticals International
9.25% due 4/1/2026(3)

     304,000        304,000  
       

 

 

 
   
         621,825  
Pipelines – 0.6%

 

   

Abu Dhabi Crude Oil Pipeline LLC
4.60% due 11/2/2047(3)

     200,000        195,266  
   

Cheniere Corpus Christi Holdings LLC
5.125% due 6/30/2027

     1,134,000        1,070,553  
   

Colonial Pipeline Co.
4.25% due 4/15/2048(3)

     478,000        458,318  
   

Northern Natural Gas Co.
4.30% due 1/15/2049(3)

     238,000        231,953  
   

Peru LNG S.R.L.
5.375% due 3/22/2030(3)

     200,000        193,510  
       

 

 

 
   
         2,149,600  
Real Estate – 0.3%

 

   

China Evergrande Group
8.75% due 6/28/2025

     700,000        588,993  
   

Country Garden Holdings Co. Ltd.
4.75% due 1/17/2023

     200,000        177,687  

4.75% due 9/28/2023

     200,000        174,200  
   

Shimao Property Holdings Ltd.
4.75% due 7/3/2022

     320,000        301,031  
       

 

 

 
   
         1,241,911  
Real Estate Investment Trusts – 0.4%

 

   

EPR Properties
4.75% due 12/15/2026

     37,000        36,599  
   

MGM Growth Properties Operating Partnership LP / MGP Finance Co-Issuer, Inc.
5.625% due 5/1/2024

     15,000        14,850  
                   
December 31, 2018    Principal
Amount
    
Value
 
Real Estate Investment Trusts (continued)

 

   

VEREIT Operating Partnership LP
4.875% due 6/1/2026

   $     1,265,000      $ 1,264,466  
       

 

 

 
   
         1,315,915  
Retail – 0.2%

 

   

Conn’s, Inc.
7.25% due 7/15/2022

     180,000        173,700  
   

L Brands, Inc.
5.25% due 2/1/2028

     791,000        676,305  
       

 

 

 
   
         850,005  
Software – 0.2%

 

   

Oracle Corp.
6.125% due 7/8/2039

     500,000        600,161  
       

 

 

 
   
         600,161  
Telecommunications – 0.7%

 

   

AT&T, Inc.
6.00% due 8/15/2040

     193,000        194,986  
   

CenturyLink, Inc.
6.75% due 12/1/2023

     527,000        507,896  
   

Ooredoo International Finance Ltd.
3.75% due 6/22/2026(3)

     200,000        191,500  
   

Sprint Capital Corp.
6.875% due 11/15/2028

     370,000        349,650  
   

Sprint Corp.
7.875% due 9/15/2023

     676,000        693,745  
   

T-Mobile U.S.A., Inc.
6.50% due 1/15/2026

     346,000        352,920  
   

Verizon Communications, Inc.
3.716% (LIBOR 3 Month +
    1.10%) due 5/15/2025(4)

     297,000        287,980  
       

 

 

 
   
         2,578,677  
Transportation – 0.2%

 

   

Burlington Northern Santa Fe LLC
5.75% due 5/1/2040

     120,000        140,528  
   

Rumo Luxembourg Sarl
7.375% due 2/9/2024(3)

     400,000        416,960  
       

 

 

 
   
         557,488  
Water – 0.0%

 

   

Aquarion Co.
4.00% due 8/15/2024(3)

     25,000        25,390  
       

 

 

 
   
         25,390  
   
Total Corporate Bonds & Notes
(Cost $92,461,954)

 

     87,825,818  
Non–Agency Mortgage–Backed Securities – 5.9%

 

   

Atrium Hotel Portfolio Trust
2018-ATRM A
3.405% due 6/15/2035(3)(4)(6)

     349,000        348,794  
   

BAMLL Commercial Mortgage Securities Trust
2013-WBRK A
3.534% due 3/10/2037(3)(4)(6)

     3,900,000        3,830,794  
   

BB-UBS Trust
2012-SHOW A
3.43% due 11/5/2036(3)

     860,000        860,093  
                   
 

 

The accompanying notes are an integral part of these financial statements.     15


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Non–Agency Mortgage–Backed Securities (continued)

 

   

BX Trust
2018-GW A
3.255% due 5/15/2035(3)(4)(6)

   $ 987,000      $ 984,831  
   

Caesars Palace Las Vegas Trust
2017-VICI A
3.531% due 10/15/2034(3)

     92,000        92,585  

2017-VICI B
3.835% due 10/15/2034(3)

     57,000        57,190  
   

Citigroup Commercial Mortgage Trust
2016-GC36 D
2.85% due 2/10/2049(3)

     1,685,000        1,321,635  
   

Commercial Mortgage Trust
2014-CR17 A5
3.977% due 5/10/2047

     1,458,000        1,500,603  

2015-PC1 B
4.44% due 7/10/2050(4)(6)

     100,000        100,568  

2015-PC1 D
4.44% due 7/10/2050(4)(6)

     33,000        29,210  

2016-SAVA A
4.069% due 10/15/2034(3)(4)(6)

     63,227        63,099  
   

DBWF Mortgage Trust
2018-GLKS A
3.41% due 11/19/2035(3)(4)(6)

     630,000        626,950  
   

GS Mortgage Securities Corp. Trust
2012-BWTR A
2.954% due 11/5/2034(3)

     1,273,000        1,261,560  

2018-FBLU A
3.405% due 11/15/2035(3)(4)(6)

     631,000        631,104  

2018-RIVR A
3.405% due 7/15/2035(3)(4)(6)

     438,000        436,442  
   

JP Morgan Chase Commercial Mortgage Securities Corp.
2018-AON A
4.128% due 7/5/2031(3)

     1,084,000        1,126,125  

2018-LAQ A
3.455% due 6/15/2032(3)(4)(6)

     1,035,000        1,029,098  

2018-LAQ D
4.555% due 6/15/2032(3)(4)(6)

     517,000        510,446  

2018-MINN A
3.475% due 11/15/2035(3)(4)(6)

     339,000        338,739  

2018-WPT AFL
3.329% due 7/5/2033(3)(4)(6)

     242,000        243,008  

2018-WPT AFX
4.248% due 7/5/2033(3)

     676,000        702,498  

2018-WPT BFL
3.979% due 7/5/2033(3)(4)(6)

     724,000        727,007  

2018-WPT BFX
4.549% due 7/5/2033(3)

     218,000        226,631  

2018-WPT CFX
4.95% due 7/5/2033(3)

     290,000        301,311  
   

JPMBB Commercial Mortgage Securities Trust
2015-C30 C
4.278% due 7/15/2048(4)(6)

     13,000        12,478  
                   
December 31, 2018    Principal
Amount
    
Value
 
Non–Agency Mortgage–Backed Securities (continued)

 

   

Morgan Stanley Capital Barclays Bank Trust
2016-MART C
2.817% due 9/13/2031(3)

   $ 100,000      $ 97,912  

2016-MART XCP
0.406% due 9/13/2031(3)(4)(6)(7)

     5,633,000        56  
   

The Bancorp Commercial Mortgage Trust
2018-CR3 A
3.305% due 1/15/2033(3)(4)(6)

     18,418        18,351  
   

Wells Fargo Commercial Mortgage Trust
2015-C28 D
4.128% due 5/15/2048(4)(6)

     1,500,000        1,296,907  
   

WFLD Mortgage Trust
2014-MONT A
3.755% due 8/10/2031(3)(4)(6)

     2,000,000        2,022,087  
                   
   
Total Non–Agency Mortgage–Backed Securities
(Cost $20,745,696)

 

     20,798,112  
Foreign Government – 2.4%

 

   

Angolan Government International Bond
9.50% due 11/12/2025(3)

   USD     200,000        209,988  
   

Argentine Republic Government International Bond
4.625% due 1/11/2023

   USD     194,000        153,260  

5.625% due 1/26/2022

   USD     2,292,000        1,933,875  

6.875% due 4/22/2021

   USD     2,000,000        1,807,020  

8.28% due 12/31/2033

   USD     501,930        391,505  
   

Bahamas Government International Bond
6.00% due 11/21/2028(3)

   USD     400,000        406,000  
   

Bermuda Government International Bond
3.717% due 1/25/2027(3)

   USD     400,000        380,468  
   

Egypt Government International Bond
6.125% due 1/31/2022(3)

   USD     200,000        196,216  

7.903% due 2/21/2048(3)

   USD     200,000        172,056  
   

Mexico Government International Bond
3.75% due 1/11/2028

   USD     395,000        369,724  

4.00% due 10/2/2023

   USD     560,000        557,390  
   

Nigeria Government International Bond
7.143% due 2/23/2030(3)

   USD     200,000        176,620  
   

Provincia de Buenos Aires Argentina
6.50% due 2/15/2023(3)

   USD     15,000        12,075  
   

Provincia de Mendoza Argentina
8.375% due 5/19/2024(3)

   USD     300,000        243,000  
                   
 

 

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


Table of Contents

SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018    Principal
Amount
    
Value
 
Foreign Government (continued)

 

   

Qatar Government International Bond
3.25% due 6/2/2026(3)

   USD     555,000      $ 535,966  

5.103% due 4/23/2048(3)

   USD     210,000        220,552  
   

Romanian Government International Bond
6.125% due 1/22/2044(3)

   USD     8,000        8,865  
   

Turkey Government International Bond
5.625% due 3/30/2021

   USD     745,000        744,945  

5.75% due 3/22/2024

   USD     200,000        193,258  
                   
   
Total Foreign Government
(Cost $9,331,251)

 

     8,712,783  
U.S. Government Securities – 30.9%

 

   

U.S. Treasury Bill
2.37% due 3/14/2019(1)

   $ 50,730,000        50,491,504  
   

U.S. Treasury Bond
2.75% due 11/15/2042

     11,504,000        10,999,352  

3.00% due 8/15/2048

     17,368,000        17,285,909  
   

U.S. Treasury Note
2.875% due 10/31/2023

     4,754,000        4,833,110  

3.125% due 11/15/2028

     5,201,000        5,394,818  
   

U.S. Treasury Note Inflation Protected Security
0.50% due 1/15/2028

     4,203,156        4,011,168  

0.625% due 4/15/2023

     17,021,462        16,738,657  
                   
   
Total U.S. Government Securities
(Cost $108,106,838)

 

     109,754,518  
Short–Term Investment – 2.8%

 

 
Repurchase Agreements – 2.8%

 

   

Fixed Income Clearing Corp., 0.50%, dated 12/31/2018, proceeds at maturity value of $9,811,273, due 1/2/2019(8)

     9,811,000        9,811,000  
   
Total Repurchase Agreements
(Cost $9,811,000)

 

     9,811,000  
   
Total Investments(9) – 134.7%
(Cost $481,449,919)

 

     478,411,953  
   
Liabilities in excess of other
assets(10) – (34.7)%

 

     (123,342,389
   
Total Net Assets – 100.0%

 

   $ 355,069,564  
(1) 

Interest rate shown reflects the discount rate at time of purchase.

(2) 

TBA — To be announced.

(3) 

Securities that may be resold in transactions, exempt from registration under Rule 144A of the Securities Act of 1933, as amended, normally to certain qualified buyers. At December 31, 2018, the aggregate market value of these securities amounted to $105,150,976, representing 29.6% of net assets. These securities have been deemed liquid by the investment adviser pursuant to the Fund’s liquidity procedures approved by the Board of Trustees.

(4) 

Variable rate securities, which may include step-up bonds or adjustable rate mortgages. The rate shown is the rate in effect at December 31, 2018.

(5) 

Payment–in–kind security, for which interest payments may be made in additional principal ranging from 0% to 100% of the full stated interest rate. As of December 31, 2018, interest payments had been made in cash.

(6) 

Variable coupon rate based on weighted average interest rate of underlying mortgages.

(7) 

Interest only security.

(8) 

The table below presents collateral for repurchase agreements.

 

Security   Coupon     Maturity
Date
    Principal
Amount
    Value  
U.S. Treasury Note     2.875%       7/31/2025     $ 9,755,000     $ 10,009,625  

 

(9) 

A portion of the securities in the Fund is segregated to cover to be announced securities (TBA).

 

 

The accompanying notes are an integral part of these financial statements.     17


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SCHEDULE OF INVESTMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

(10) 

Liabilities in excess of other assets include net unrealized appreciation on futures contracts as follows:

Open futures contracts at December 31, 2018:

 

Type   Expiration     Contracts     Position     Notional
Amount
    Notional
Value
    Unrealized
Appreciation
 
U.S. 2-Year Treasury Note     March 2019       75       Long     $ 15,885,335     $ 15,923,437     $ 38,102  
U.S. 5-Year Treasury Note     March 2019       203       Long       22,937,609       23,281,563       343,954  
U.S. Long Bond     March 2019       257       Long       35,859,973       37,522,000       1,662,027  
Total

 

  $ 74,682,917     $ 76,727,000     $ 2,044,083  
   
Type   Expiration     Contracts     Position     Notional
Amount
    Notional
Value
    Unrealized
Depreciation
 
U.S. Ultra 10-Year Treasury Note     March 2019       98       Short     $ (12,351,605   $ (12,747,656   $ (396,051
U.S. Ultra Long Bond     March 2019       153       Short       (23,322,355     (24,580,406     (1,258,051
Total

 

  $     (35,673,960   $     (37,328,062   $     (1,654,102

Legend:

CLO — Collateralized Loan Obligation

LIBOR — London Interbank Offered Rate

PIK — Payment–In–Kind

USD — United States Dollar

The following is a summary of the inputs used as of December 31, 2018 in valuing the Fund’s investments. For more information on valuation inputs, please refer to Note 2a of the accompanying Notes to Financial Statements.

 

                                       Valuation Inputs                                          
Investments in Securities      Level 1        Level 2        Level 3        Total  
Agency Mortgage–Backed Securities      $        $ 140,960,721        $        $ 140,960,721  
Asset–Backed Securities                 100,549,001                   100,549,001  
Corporate Bonds & Notes                 87,825,818                   87,825,818  
Non–Agency Mortgage–Backed Securities                 20,798,112                   20,798,112  
Foreign Government                 8,712,783                   8,712,783  
U.S. Government Securities                 109,754,518                   109,754,518  
Repurchase Agreements                 9,811,000                   9,811,000  
Total      $        $     478,411,953        $        $     478,411,953  
Other Financial Instruments                                        
Futures Contracts                                            

Assets

     $ 2,044,083        $        $        $ 2,044,083  

Liabilities

           (1,654,102)                            (1,654,102
Total      $ 389,981        $        $     —        $ 389,981  

 

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


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FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

Statement of Assets and Liabilities

As of December 31, 2018

      

Assets

   
   

Investments, at value

  $     478,411,953  
   

Cash

    47,939  
   

Interest receivable

    2,039,757  
   

Receivable for variation margin on futures contracts

    330,606  
   

Receivable for investments sold

    202,578  
   

Reimbursement receivable from adviser

    24,120  
   

Prepaid expenses

    24,863  
   

 

 

 
   

Total Assets

    481,081,816  
   

 

 

 
   

Liabilities

   
   

Payable for investments purchased

    125,642,932  
   

Investment advisory fees payable

    133,265  
   

Payable for fund shares redeemed

    86,482  
   

Distribution fees payable

    75,328  
   

Accrued audit fees

    17,250  
   

Accrued custodian and accounting fees

    16,711  
   

Accrued trustees’ and officers’ fees

    4,956  
   

Accrued expenses and other liabilities

    35,328  
   

 

 

 
   

Total Liabilities

    126,012,252  
   

 

 

 
   

Total Net Assets

  $ 355,069,564  
   

 

 

 
   

Net Assets Consist of:

   
   

Paid-in capital

  $ 354,712,955  
   

Distributable earnings

    356,609  
   

 

 

 
   

Total Net Assets

  $ 355,069,564  
   

 

 

 

Investments, at Cost

  $ 481,449,919  
   

 

 

 
   

Pricing of Shares

   
   

Shares of Beneficial Interest Outstanding with No Par Value

    35,701,464  
   

Net Asset Value Per Share

    $9.95  
         

Statement of Operations

For the Year Ended December 31, 2018

      

Investment Income

   
   

Interest

  $     9,309,309  
   

 

 

 
   

Total Investment Income

    9,309,309  
   

 

 

 
   

Expenses

   
   

Investment advisory fees

    1,211,961  
   

Distribution fees

    687,195  
   

Trustees’ and officers’ fees

    158,935  
   

Custodian and accounting fees

    104,110  
   

Professional fees

    95,045  
   

Administrative fees

    44,630  
   

Shareholder reports

    28,241  
   

Transfer agent fees

    19,528  
   

Other expenses

    36,861  
   

 

 

 
   

Total Expenses

    2,386,506  
   

Less: Fees waived

    (213,714
   

 

 

 
   

Total Expenses, Net

    2,172,792  
   

 

 

 
   

Net Investment Income/(Loss)

    7,136,517  
   

 

 

 
   

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

   
   

Net realized gain/(loss) from investments

    (4,618,359
   

Net realized gain/(loss) from futures contracts

    84,263  
   

Net change in unrealized appreciation/(depreciation) on investments

    (3,123,547
   

Net change in unrealized appreciation/(depreciation) on futures contracts

    389,981  
   

 

 

 
   

Net Loss on Investments and Futures Contracts

    (7,267,662
   

 

 

 
   

Net Decrease in Net Assets Resulting From Operations

  $     (131,145
   

 

 

 
         
 

 

The accompanying notes are an integral part of these financial statements.     19


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FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

Statements of Changes in Net Assets

                   
   
       

For the

Year Ended
12/31/18

      

For the

Year Ended
12/31/17

 
       

 

 

Operations

 

   

Net investment income/(loss)

     $     7,136,517          $    502,977  
   

Net realized gain/(loss) from investments and futures contracts

       (4,534,096        93,000  
   

Net change in unrealized appreciation/(depreciation) on investments and
futures contracts

       (2,733,566        466,851  
      

 

 

      

 

 

 
   

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

       (131,145        1,062,828  
      

 

 

      

 

 

 
 

Capital Share Transactions

 

   

Proceeds from sales of shares

       381,440,464          7,568,880  
   

Cost of shares redeemed

       (49,335,564        (10,423,482
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets Resulting from Capital Share Transactions

       332,104,900          (2,854,602
      

 

 

      

 

 

 
   

Net Increase/(Decrease) in Net Assets

       331,973,755          (1,791,774
      

 

 

      

 

 

 
 

Net Assets

 

   

Beginning of year

       23,095,809          24,887,583  
      

 

 

      

 

 

 
   

End of year

     $     355,069,564        $     23,095,809  
      

 

 

      

 

 

 
 

Other Information:

 

   

Shares

           
   

Sold

       38,416,835          771,669  
   

Redeemed

       (5,007,402        (1,037,312
      

 

 

      

 

 

 
   

Net Increase/(Decrease)

       33,409,433          (265,643
      

 

 

      

 

 

 
                       

 

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


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This Page Intentionally Left Blank

 

 

 

 

    21


Table of Contents

FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

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

 

Financial Highlights

                                       
      Per Share Operating Performance         
          
    
Net Asset Value,
Beginning of
Period
     Net Investment
Income(1)
     Net Realized
and Unrealized
Gain/(Loss)
    Total
Operations
    Net Asset
Value, End of
Period
     Total
Return(2)
 
 

Year Ended 12/31/18

   $ 10.08      $ 0.26      $ (0.39   $ (0.13   $ 9.95        (1.29)
 

Year Ended 12/31/17

     9.73        0.17        0.18       0.35       10.08        3.60
 

Period Ended 12/31/16(4)

     10.00        0.04        (0.31     (0.27     9.73        (2.70) %(5) 

 

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


Table of Contents

FINANCIAL INFORMATION — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

 

 
Ratios/Supplemental Data  
Net Assets, End
of Period (000s)
    Net Ratio of
Expenses to
Average
Net Assets(3)
    Gross Ratio of
Expenses to
Average Net
Assets
    Net Ratio of Net
Investment Income
to Average
Net Assets(3)
    Gross Ratio of Net
Investment
Income/(Loss)
to Average
Net Assets
    Portfolio
Turnover Rate
 
 
$ 355,070       0.79%       0.87%       2.60%       2.52%       543%  
 
  23,096       0.81%       1.77%       1.69%       0.73%       409%  
 
  24,888       0.81% (5)       2.54% (5)       1.18% (5)       (0.55)% (5)       107% (5)  

 

(1) 

Calculated based on the average shares outstanding during the period.

 

(2) 

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

 

(3) 

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

 

(4) 

Commenced operations on September 1, 2016.

 

(5) 

Ratios for periods less than one year have been annualized, except for total return and portfolio turnover rate. For the period ended December 31, 2016, certain non-recurring fees (i.e., audit fees) are not annualized.

 

The accompanying notes are an integral part of these financial statements.     23


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

December 31, 2018

1. Organization

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

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

The Fund seeks income and capital appreciation to produce a high total return.

2. Significant Accounting Policies

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

a. Investment Valuations The valuations of debt securities for which quoted bid prices are readily available are valued at the bid price by independent pricing services (each, a “Service”). Debt securities for which quoted bid prices are not readily available are valued by a Service at the evaluated bid price provided by the Service or the bid price provided by an independent broker-dealer or at a calculated price based on the spread to an appropriate benchmark provided by such broker-dealer. Securities for which

market quotations are not readily available or for which market quotations may be considered unreliable or for which a Service or independent broker-dealer does not provide a valuation are valued at their fair values as determined in accordance with policies and procedures adopted by the Board of Trustees.

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

Equity securities traded on an exchange other than NASDAQ Stock Market, LLC (“NASDAQ”) are valued at the last reported sale price on the principal exchange or market on which they are traded; or, if there were no sales that day, at the mean between the closing bid and ask prices. Securities traded on the NASDAQ are generally valued at the NASDAQ official closing price, which may not be the last sale price. If the NASDAQ official closing price is not available for a security, that security is generally valued at the mean between the closing bid and ask prices. Repurchase agreements are carried at cost, which approximates fair value (see Note 5d). Foreign securities are valued in the currencies of the markets in which they trade and then converted to U.S. dollars by the application of foreign exchange rates at the close of the New York Stock Exchange (“NYSE”).

Securities whose values have been materially affected by events occurring before the Fund’s valuation time but after the close of the securities’ principal exchange or market may be fair valued in accordance with policies and procedures adopted by the Board of Trustees. Valuations reflected in this report are as of the report date. As a result, changes in valuation due to market events and/or issuer related events after the report date and prior to issuance of the report are not reflected herein.

 

 

24    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

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

 

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

 

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

 

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

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

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

The Fund’s policy is to recognize transfers between Level 1, Level 2 and Level 3 at the end of the reporting period. For the year ended December 31, 2018, there were no transfers among any levels.

In determining a financial instrument’s placement within the hierarchy, the Trust separates the Fund’s investment portfolio into two categories: investments and derivatives (e.g., futures). A summary of inputs used to value the Fund’s assets and liabilities carried at fair value as of December 31, 2018 is included in the Schedule of Investments.

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

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

Investments classified within Level 3 have significant unobservable inputs, as they trade infrequently or not at all. Level 3 investments include, among others, private placement securities. When observable prices are not available for these securities, the Trust uses one or more valuation techniques for which sufficient and reliable data is available. The inputs used by the Trust in estimating the value of Level 3 investments include, for example, the original transaction price, recent transactions in the same or similar instruments, completed or pending third-party transactions in the underlying investment or comparable issuers, subsequent rounds of financing, recapitalizations, and other transactions across the capital structure. Level 3 investments may also be adjusted to reflect illiquidity and/or non-transferability, with the amount of such discount estimated by the Trust in the absence of market information. Assumptions used by the Trust due to the lack of observable inputs may significantly impact the resulting fair value and therefore the Fund’s results of operations. As of December 31, 2018, the Fund had no securities classified as Level 3.

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

b. Securities Transactions Securities transactions are accounted for on the date securities are purchased or

 

 

    25


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

sold (trade date). Realized gains or losses on securities transactions are determined on the basis of specific identification.

c. Futures Contracts The Fund may enter into financial futures contracts. In entering into such contracts, the Fund is required to deposit with the counterparty, either in cash or securities, an amount equal to a certain percentage of the face value of the contract. Subsequent payments are received or made by the Fund each day, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the financial futures contracts and may realize a loss.

d. Credit Derivatives The Fund may enter into credit derivatives, including credit default swaps on individual obligations or credit indices. The Fund may use these investments (i) as alternatives to direct long or short investment in a particular security or securities, (ii) to adjust the Fund’s asset allocation or risk exposure, or (iii) for hedging purposes. The use by the Fund of credit default swaps may have the effect of creating a short position in a security. Credit derivatives can create investment leverage and may create additional investment risks that may subject the Fund to greater volatility than investments in more traditional securities, as described in the Statement of Additional Information.

The Fund may enter into credit default swap agreements either as a buyer or seller. The Fund may buy protection under a credit default swap to attempt to mitigate the risk of default or credit quality deterioration in one or more individual holdings or in a segment of the fixed income securities market. The Fund may sell protection under a credit default swap in an attempt to gain exposure to an underlying issuer’s credit quality characteristics without investing directly in that issuer.

For swaps entered with an individual counterparty, the Fund bears the risk of loss of the uncollateralized amount expected to be received under a credit default swap agreement in the event of the default or bankruptcy of the counterparty. Credit default swap agreements are generally valued at a price at which the counterparty to such agreement would terminate the agreement. The Fund may also enter into cleared swaps.

In entering into swap contracts, the Fund is required to deposit with the broker (or for the benefit of the broker), either in cash or securities, an amount equal to a percentage of the notional value of the contract.

Subsequent payments are received or made by the Fund each day, depending on the daily fluctuations in the values of the contracts, and are recorded for financial statement purposes as variation margin received or paid by the Fund. Daily changes in variation margin are recognized as unrealized gains or losses by the Fund. The Fund may not achieve the anticipated benefits of the swap contracts and may realize a loss.

The Fund enters into credit default swaps primarily for asset allocation and risk exposure management. There were no credit default swaps held as of December 31, 2018.

e. Options Transactions The Fund can write (sell) put and call options on securities and indexes to earn premiums, for hedging purposes, for risk management purposes or otherwise as part of its investment strategies. In writing options, the Fund is required to deposit with the broker or counterparty, either in cash or securities, an amount equal to a percentage of the face value of the options. When an option is written, the premium received is recorded as an asset with an equal liability that is subsequently marked to market to reflect the market value of the written option. These liabilities, if any, are reflected as written options, at value, in the Fund’s Statement of Assets and Liabilities. Premiums received from writing options which expire unexercised are recorded on the expiration date as a realized gain. The difference between the premium received and the amount paid on effecting a closing purchase transaction, including brokerage commissions, is also treated as a realized gain, or if the premium is less than the amount paid for the closing purchased transactions, as a realized loss. If a written call option is exercised, the premium is added to the proceeds from the sale of the underlying security in determining whether there has been a realized gain or loss. If a written put option is exercised, the premium reduces the cost basis of the security. In writing an option, the Fund bears the market risk of an unfavorable change in the price of the security underlying the written option. Exercise of a written option could result in the Fund purchasing or selling a security at a price different from its current market value. There were no options transactions as of December 31, 2018.

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

 

 

26    


Table of Contents

NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

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

3. Transactions with Affiliates

a. Investment Advisory Fee and Expense Limitation Under the terms of the advisory agreement, which, after its two year initial term, is reviewed and approved annually by the Board of Trustees, the Fund pays an investment advisory fee to Park Avenue. Park Avenue is a wholly-owned subsidiary of Guardian Life and receives an investment advisory fee at an annual rate of 0.45% of the first $300 million, and 0.40% in excess of $300 million of the Fund’s average daily net assets. The fee is accrued daily and paid monthly.

Park Avenue has contractually agreed through April 30, 2019 to waive certain fees and/or reimburse certain expenses incurred by the Fund to the extent necessary to limit the Fund’s total annual operating expenses after fee waiver and/or expense reimbursement to 0.79% of the Fund’s average daily net assets (excluding, if applicable, any acquired fund fees and expenses, taxes, interest, transaction costs and brokerage commissions, litigation and extraordinary expenses). Prior to April 9, 2018, the expense limitation was 0.81%. The limitation may not be increased or terminated prior to this time without action by the Board of Trustees, may be terminated only upon approval of the Board of Trustees, and is subject to Park Avenue’s recoupment rights. For the year ended December 31, 2018, Park Avenue waived fees and/or paid Fund expenses in the amount of $213,714.

Park Avenue may be entitled to recoupment of previously waived fees and reimbursed expenses from the Fund for three years from the date of the waiver or reimbursement, subject to the expense limitation in effect at the time of the waiver or reimbursement and at the time of the recoupment, if any. Amounts waived or reimbursed by Park Avenue pursuant to any expense limitation after April 9, 2018 will not be subject to Park Avenue’s recoupment rights. The amount available for potential future recoupment by Park Avenue from the Fund under the Expense Limitation Agreement and the

expiration schedule at December 31, 2018 are as follows:

 

   
     Potential Recoupment Amounts
Expiring
 

Total Potential

Recoupment

Amounts

  2021     2020     2019  
$515,884   $ 86,166     $ 284,497     $ 145,221  

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

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

c. Distribution Fees Park Avenue Securities LLC (“PAS”), a wholly-owned subsidiary of Guardian Life, is the principal underwriter of Fund shares. The Trust has entered into a distribution and service agreement with PAS, which governs the sale and distribution of shares of the Fund. Under a distribution and service plan adopted by the Trust (“12b-1 plan”), PAS is compensated for services in such capacity, including its expenses in connection with the promotion and distribution of shares of the Fund, at an annual rate of 0.25% of the Fund’s average daily net assets. For the year ended December 31, 2018, the Fund paid distribution fees in the amount of $687,195 to PAS.

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

4. Federal Income Taxes

a. Distributions to Shareholders For federal income tax purposes, the Fund is treated as a disregarded entity (“DRE”). As a DRE, the Fund is not subject to an entity-level income tax; and any income, gains, losses, deductions, taxes, and credits of the Fund would instead be “passed through” directly to the separate accounts of GIAC that invest in the Fund and retain the same character for U.S. federal income tax purposes. In

 

 

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NOTES TO FINANCIAL STATEMENTS — GUARDIAN CORE PLUS FIXED INCOME VIP FUND

 

addition, the Fund is not required to distribute taxable income and capital gains for U.S. federal income tax purposes. Therefore, no dividends and capital gains distributions were paid by the Fund.

5. Investments

a. Investment Purchases and Sales The cost of investments and U.S. government agency obligations purchased and the proceeds from U.S. government agency obligations and other investments sold (excluding short-term investments and to be announced (TBA) securities) for the year ended December 31, 2018, were as follows:

 

     
     Other
Investments
    U.S.
Government and
Agency
Obligations
 
Purchases   $ 315,000,030     $ 1,100,418,768  
Sales     125,324,490       1,019,626,897  

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

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

d. Repurchase Agreements The Fund may invest in repurchase agreements to maintain liquidity and earn income over periods of time as short as overnight. The collateral for repurchase agreements is either cash or fully negotiable U.S. government securities (including U.S. government agency securities). Repurchase agreements are fully collateralized (including the interest accrued thereon) and such collateral is marked to market daily while the agreements remain in force. If the value of the collateral falls below the repurchase price plus accrued interest, the Fund will typically require the seller to deposit additional collateral by the next

business day. If the request for additional collateral is not met, or the seller defaults, the Fund maintains the right to sell the collateral (although it may be prevented or delayed from doing so in certain circumstances) and may be required to claim any resulting loss against the seller. Park Avenue monitors the creditworthiness of the seller with which the Fund enters into repurchase agreements.

e. Securities Purchased on a When-Issued or Delayed-Delivery Basis The Fund may purchase securities on a when-issued or delayed-delivery basis, with payment and delivery scheduled for a future date. These transactions are subject to market fluctuations and are subject to the risk that the value at delivery may be more or less than at the trade date purchase price. Although the Fund will generally enter into these transactions with the intention of taking delivery of the securities, it may sell the securities before the settlement date. Assets will be segregated when a fund agrees to purchase on a when-issued or delayed-delivery basis. These transactions may create investment leverage.

f. Restricted and Illiquid Securities A restricted security cannot be resold to the general public without prior registration under the Securities Act of 1933, as amended (except pursuant to an applicable exemption). The values of these securities may be highly volatile. If the security is subsequently registered and resold, the issuer would typically bear the expense of all registrations at no cost to the Fund. Restricted and illiquid securities are valued according to the policies and procedures adopted by the Trust’s Board of Trustees and are noted, if any, in the Fund’s Schedule of Investments. As of December 31, 2018, the Fund did not hold any restricted or illiquid securities.

g. Below Investment Grade Securities The Fund may invest in below investment grade securities (i.e. lower-quality, “junk” debt), which are subject to various risks. Lower-quality debt is considered to be speculative because it is less certain that the issuer will be able to pay interest or repay the principal than in the case of investment grade debt. These securities can involve a substantially greater risk of default than higher-rated securities, and their values can decline significantly over short periods of time. Lower-quality debt securities tend to be more sensitive to adverse news about their issuers, the market and the economy in general, than higher-quality debt securities. The market for these securities can be less liquid, especially during periods of recession or general market decline.

 

 

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h. Mortgage- and Asset-Backed Securities The values of some mortgage-related or asset-backed securities may be particularly sensitive to changes in prevailing interest rates. Early repayment of principal on some mortgage-related securities may expose the Fund to a lower rate of return upon reinvestment of principal. The values of mortgage- and asset-backed securities depend in part on the credit quality and adequacy of the underlying assets or collateral and may fluctuate in response to the market’s perception of these factors as well as current and future repayment rates. Some mortgage-backed securities are backed by the full faith and credit of the U.S. government (e.g., mortgage-backed securities issued by the Government National Mortgage Association, commonly known as “Ginnie Mae”), while other mortgage-backed securities (e.g., mortgage-backed securities issued by the Federal National Mortgage Association and the Federal Home Loan Mortgage Corporation, commonly known as “Fannie Mae” and “Freddie Mac”), are backed only by the credit of the government entity issuing them. In addition, some mortgage-backed securities are issued by private entities and, as such, are not guaranteed by the U.S. government or any agency or instrumentality of the U.S. government.

i. Treasury Inflation Protected Securities Treasury inflation protected securities (“TIPS”) are debt securities issued by the U.S. Treasury whose principal and/or interest payments are adjusted for inflation, unlike debt securities that make fixed principal and interest payments. The interest rate paid by the TIPS is fixed, while the principal value rises or falls based on changes in a published Consumer Price Index (“CPI”). Thus, if inflation occurs, the principal and interest payments on TIPS are adjusted accordingly to protect investors from inflationary loss. During a deflationary period, the principal and interest payments decrease, although the TIPS principal amounts will not drop below their face amounts at maturity. In exchange for the inflation protection, the TIPS generally pay lower interest rates than typical U.S. Treasury securities. Only if inflation occurs will TIPS offer a higher real yield than a conventional Treasury bond of the same maturity.

j. Disclosures About Derivative Instruments and Hedging Activities The Fund entered into U.S. Treasury futures contracts for the year ended December 31, 2018 to economically hedge against changes in interest rates. The Fund bears the risk of interest rates moving unexpectedly, in which case the Fund may not achieve the anticipated benefits of the futures contracts and realize a loss. There is minimal counterparty credit risk to the Funds since futures are

exchange traded and the exchange’s clearinghouse, as counterparty to all exchange traded futures, guarantees futures against default.

As of December 31, 2018, the Fund had the following derivatives at fair value, grouped into appropriate risk categories that illustrate the Fund’s use of derivative instruments:

 

   
    

Interest Rate

Contracts

 
   

Asset Derivatives

   
Futures Contracts1   $ 2,044,083  
   

Liability Derivatives

   
Futures Contracts1   $ (1,654,102

 

1 

Statements of Assets and Liabilities location: Includes cumulative unrealized appreciation/depreciation of futures contracts as reported in the Schedule of Investments. Only current day’s variation margin is reported within the Statements of Assets and Liabilities.

Transactions in derivative investments for the year ended December 31, 2018 were as follows:

 

   
    

Interest Rate

Contracts

 
   

Net Realized Gain (Loss)

   
Futures Contracts1   $ 84,263  
 

Net Change in Unrealized Appreciation/Depreciation

 

Futures Contracts2   $ 389,981  
   

Average Number of Notional Amounts

   
Futures Contracts3     316  

 

1 

Statement of Operations location: Net realized gain/(loss) from futures contracts.

2

Statements of Operations location: Net change in unrealized appreciation/(depreciation) on futures contracts.

3 

Amount represents number of contracts.

6. Temporary Borrowings

The Fund, with other funds managed by Park Avenue, is party to a $10 million committed revolving credit facility from State Street Bank and Trust Company for temporary borrowing purposes, including the meeting of redemption requests that otherwise might require the untimely disposition of securities. Interest is calculated based on the higher of the daily one-month LIBOR rate and the Federal Funds rate plus 1.25% at the time of borrowing. In addition to the interest charged on any borrowings by the Fund, each fund pays a commitment fee of 0.30% per annum on its share of the unused portion of the credit facility. The agreement is in place until December 10, 2019. The Fund did not utilize the credit facility during the year ended December 31, 2018.

 

 

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7. Indemnifications

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

8. Recent Accounting Pronouncement

On August 17, 2018, the U.S. Securities and Exchange Commission (“SEC”) voted to adopt amendments to

certain disclosure requirements that have become redundant, duplicative, overlapping, outdated, or superseded, in light of other SEC disclosure requirements, GAAP, or changes in the information environment. The SEC will also be referring certain SEC disclosure requirements that overlap with, but require information incremental to, GAAP to the FASB for potential incorporation into GAAP. The amendments are intended to facilitate the disclosure of information to investors and simplify compliance without significantly altering the total mix of information provided to investors. As such, the financial statements herein have been updated to conform with these new requirements, which had no effect on the Fund’s net assets or results of operations.

 

 

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 

To the Board of Trustees of Guardian Variable Products Trust and Shareholders of Guardian Core Plus Fixed Income VIP Fund

Opinion on the Financial Statements

We have audited the accompanying statement of assets and liabilities, including the schedule of investments, of Guardian Core Plus Fixed Income VIP Fund (one of the funds constituting Guardian Variable Products Trust, referred to hereafter as the “Fund”) as of December 31, 2018, the related statement of operations for the year ended December 31, 2018, the statement of changes in net assets for each of the two years in the period ended December 31, 2018, including the related notes, and the financial highlights for each of the periods indicated therein (collectively referred to as the “financial statements”). In our opinion, the financial statements present fairly, in all material respects, the financial position of the Fund as of December 31, 2018, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period ended December 31, 2018 and the financial highlights for each of the periods indicated therein in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

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

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

Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. Our procedures included confirmation of securities owned as of December 31, 2018 by correspondence with the custodian and brokers; when replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

New York, New York

February 19, 2019

We have served as the auditor of one or more investment companies in Guardian Variable Products Trust since 2016.

 

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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

Approval of Investment Advisory and Sub-advisory Agreements

Section 15(c) of the Investment Company Act of 1940, as amended (the “1940 Act”), requires that a fund’s board of trustees annually review and consider the continuation of the fund’s investment advisory and sub-advisory agreements. The continuation of any such agreement must be approved by a vote of a majority of the trustees who are not parties to the agreement or “interested persons” (as defined in the 1940 Act) of a party to the agreement at an in-person meeting of the board called for the purpose of voting on such approval.

At a meeting of the Board of Trustees (the “Board”) of Guardian Variable Products Trust (the “Trust”) held on March 27-28, 2018, the Board considered and unanimously voted to approve the continuation of the investment management agreement (the “Management Agreement”) between Park Avenue Institutional Advisers LLC (the “Manager”) and the Trust, on behalf of the following 11 series, Guardian Core Plus Fixed Income VIP Fund, Guardian Diversified Research VIP Fund, Guardian Growth & Income VIP Fund, Guardian Integrated Research VIP Fund, Guardian International Growth VIP Fund, Guardian International Value VIP Fund, Guardian Large Cap Disciplined Growth VIP Fund, Guardian Large Cap Disciplined Value VIP Fund, Guardian Large Cap Fundamental Growth VIP Fund, Guardian Mid Cap Relative Value VIP Fund and Guardian Mid Cap Traditional Growth VIP Fund (the “Funds”). The Board also considered and unanimously voted to approve the continuation of the sub-advisory agreements (the “Sub-advisory Agreements,” collectively with the Management Agreement, the “Agreements”) between the Manager and the following investment advisory firms serving as sub-advisers to the Funds, ClearBridge Investments LLC, Wellington Management Company LLP, Massachusetts Financial Services Company, Putnam Investment Management, LLC, Boston Partners Global Investors, Inc., AllianceBernstein L.P., Janus Capital Management LLC, Wells Capital Management Incorporated, J.P. Morgan Investment Management Inc., Lazard Asset Management LLC, and Lord, Abbett & Co. LLC (the “Sub-advisers”). The continuation of the Agreements for a one-year period was unanimously approved by the Trustees who are not parties to the Agreements or “interested persons” (as defined in the 1940 Act) of a party to the Agreements (the “Independent Trustees”).

The Board is responsible for overseeing the management of each Fund. In determining whether to approve the continuation of the Agreements, the Trustees evaluated information and factors that they

considered to be relevant and appropriate through the exercise of their own business judgment. The Trustees considered certain information and factors in light of advice furnished to them by legal counsel to the Trust and, in the case of the Independent Trustees, their independent legal counsel.

In advance of the meeting held on March 27-28, 2018, the Trustees received materials and information designed to assist their consideration of the Agreements, including written responses from the Manager and each Sub-adviser to a series of questions and requests for information covering a wide variety of topics provided by independent legal counsel on behalf of the Independent Trustees. Broadridge Financial Solutions, Inc. (“Broadridge”), an independent provider of investment company data, was retained to provide the Trustees with reports on how each Fund’s contractual management fees, actual management fees, overall expense ratios and investment performance compared to those of “peer funds” selected by Broadridge that are offered as investment options underlying variable contracts. The Trustees also received materials and information regarding the legal standards applicable to their consideration of the Agreements and the process and criteria used by the Manager to oversee the Sub-advisers. During the course of their deliberations, the Independent Trustees met to discuss and evaluate the Agreements in executive session with their independent legal counsel, outside of the presence of the Trustees who are not Independent Trustees and representatives from Fund management, the Manager or any Sub-adviser.

In reaching its decisions to approve the continuation of the Agreements, the Board took into account the materials and information described above as well as other materials and information provided to the Board and discussed with and among the Trustees, including information regarding the Funds furnished to the Board by the Manager throughout the year. Individual Trustees may have given different weight to different factors and information with respect to each Agreement, and the Trustees did not identify any single factor or information that, in isolation, would be controlling in deciding to approve the continuation of the Agreements.

The discussion below is intended to summarize the broad factors that figured prominently in the Board’s decisions to approve the continuation of the Agreements rather than to be all-inclusive. These broad factors included: (i) the nature, extent and quality of the services provided to the Funds by the Manager and the Sub-advisers; (ii) the investment performance of the

 

 

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Funds; (iii) the fees charged and estimated profitability; (iv) the extent to which economies of scale may exist for a Fund, and the extent to which a Fund may benefit from economies of scale; and (v) any other benefits derived by the Manager or the Sub-advisers (or their respective affiliates) from their relationships with the Funds. In addition to considering the above-referenced factors, the Board observed that there are a range of investment options available to variable contract owners who may invest in the Funds, and that these contract owners, having had the opportunity to consider other investment options, may choose to invest or remain invested in the Funds.

Nature, Extent and Quality of Services

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Manager. The Trustees also considered the range of investment advisory services and non-investment advisory services provided by the Manager, notably coordinating the preparation and filing of various regulatory documents, coordinating the preparation and assembly of Board meeting materials and assisting the Board with certain valuation matters.

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

The Trustees considered information regarding the nature, extent and quality of services provided to the Funds by the Sub-advisers. The Trustees also considered, among other things, the range of investment advisory

services provided by the Sub-advisers under the oversight of the Manager. In evaluating these investment advisory services, the Trustees considered, among other things, the Sub-advisers’ investment philosophies, styles and/or processes and approach to managing risk. The Trustees received and evaluated information regarding the background, education, expertise and/or experience of the investment professionals that serve as portfolio managers for the Funds and the capabilities, resources and reputations of the Sub-advisers.

Based upon these considerations, the Board concluded that it was satisfied with the nature, extent and quality of services provided to the Funds by the Manager and each Sub-adviser.

Investment Performance

The Board considered the investment performance of each Fund. Among other reports, the Board reviewed the performance of the Funds for the one-year and since inception periods compared to a universe of peer funds selected by Broadridge. The Board noted that the Funds had performance records of less than two years and that the Board had reviewed longer performance records of the funds or accounts managed by the Sub-advisers with similar strategies as the applicable Fund, when available, when the Board initially approved the Agreements in 2016. The Broadridge report placed the Funds in the following quintiles of the relevant peer universe for the one-year and since inception periods, respectively: Guardian Core Plus Fixed Income VIP Fund (3rd, 3rd), Guardian Diversified Research VIP Fund (2nd, 2nd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (4th, 5th), Guardian International Growth VIP Fund (3rd, 2nd), Guardian International Value VIP Fund (3rd, 5th), Guardian Large Cap Disciplined Growth VIP Fund (3rd, 4th), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (5th, 4th), Guardian Mid Cap Relative Value VIP Fund (4th, 3rd) and Guardian Mid Cap Traditional Growth VIP Fund (2nd, 2nd).

The Board considered the investment reports provided by the Manager since commencement of operations of the Funds during quarterly Board meetings. The Board also considered the Manager’s analysis of Sub-adviser performance and the steps taken by the Manager and the Sub-advisers to seek to improve performance and the results of those steps.

In light of the considerations noted above, the Board concluded that it had continued confidence in the Manager’s and the Sub-advisers’ overall capabilities to manage the Funds.

 

 

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Costs and Profitability

The Trustees considered the management fees paid by the Funds to the Manager under the Management Agreement and evaluated the reasonableness of these fees. The Trustees received and reviewed information with respect to the management fees, including the portion of the management fees paid to each Sub-adviser, and the management fees paid by other funds offered as investment options underlying variable contracts within the applicable peer group selected by Broadridge. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the contractual management fees and actual management fees, respectively: Guardian Core Plus Fixed Income VIP Fund (1st, 3rd), Guardian Diversified Research VIP Fund (2nd, 3rd), Guardian Growth & Income VIP Fund (1st, 1st), Guardian Integrated Research VIP Fund (1st, 2nd), Guardian International Growth VIP Fund (1st, 2nd), Guardian International Value VIP Fund (3rd, 2nd), Guardian Large Cap Disciplined Growth VIP Fund (1st, 1st), Guardian Large Cap Disciplined Value VIP Fund (1st, 1st), Guardian Large Cap Fundamental Growth VIP Fund (1st, 1st), Guardian Mid Cap Relative Value VIP Fund (1st, 1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd, 4th).

The Trustees considered the sub-advisory fees paid under the Sub-advisory Agreements and evaluated the reasonableness of those fees. The Trustees also considered that the fees paid to the Sub-advisers are paid by the Manager and not the Funds and that the Manager had negotiated the fees with the Sub-advisers at arm’s-length. In addition, the Trustees considered the portion of the management fees paid to each Sub-adviser as compared to the portion retained by the Manager.

The Trustees received and reviewed information in the Broadridge report comparing each Fund’s operating expense ratio to the actual operating expense ratios of a peer group of funds selected by Broadridge. The Trustees considered the Manager’s commitment to limit each Fund’s operating expenses through an expense limitation agreement with the Trust. The Broadridge report placed the Funds in the following quintiles of the relevant expense peer group for the operating expense ratio: Guardian Core Plus Fixed Income VIP Fund (2nd), Guardian Diversified Research VIP Fund (2nd), Guardian Growth & Income VIP Fund (2nd), Guardian Integrated Research VIP Fund (1st), Guardian International Growth VIP Fund (3rd), Guardian International Value VIP Fund (1st), Guardian Large Cap Disciplined Growth VIP Fund (1st), Guardian Large Cap

Disciplined Value VIP Fund (2nd), Guardian Large Cap Fundamental Growth VIP Fund (1st), Guardian Mid Cap Relative Value VIP Fund (1st) and Guardian Mid Cap Traditional Growth VIP Fund (3rd).

Although the Board recognized that the comparisons between the management fees and anticipated operating expenses of the Funds and those of identified peer funds are imprecise, given different terms of agreements and variations in fund strategies, the Trustees found that the comparative information supported their consideration and approval of the management fees and evaluation of operating expenses.

The Trustees reviewed information regarding the Manager’s costs of sponsoring the Funds and estimated profitability of the Funds to the Manager. The Trustees noted that the information contained estimates, such as allocations of expenses. Although the Trustees did not receive specific cost and profitability information from certain Sub-advisers, the Trustees primarily considered the cost and profitability information relating to the Manager because the Manager is responsible for payment of the sub-advisory fees and negotiated the fees with the Sub-advisers at arm’s-length.

Based on the consideration of the information and factors summarized above, as well as other information and factors deemed relevant by the Trustees, the Trustees concluded that the management and sub-advisory fees were reasonable in light of the nature, extent and quality of services rendered to the Funds by the Manager and the Sub-advisers. The Trustees also concluded that the estimated profitability of the Funds to the Manager was acceptable.

Economies of Scale

The Trustees considered the extent to which economies of scale may be shared as assets grow based on current asset levels of the Funds, anticipated asset levels over the next year, the current management and sub-advisory fee rates, the expense limitation arrangements, and any management and sub-advisory fee breakpoints, which reduce fee rates as assets increase. Based on those factors, the Board concluded that it was satisfied with the extent to which any economies of scale would be shared for the benefit of Fund shareholders. The Board noted that it would continue to monitor future growth in each Fund’s assets and whether additional steps are required to share appropriately any economies of scale with Fund shareholders.

 

 

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Ancillary Benefits

The Trustees considered the benefits, other than management fees, that the Manager and/or its affiliates receive because of the Manager’s relationship with the Funds. The Trustees acknowledged that the Funds serve as investment options under variable contracts issued by an affiliate of the Manager that receives fees under those contracts and that Park Avenue Securities LLC, an affiliate of the Manager and principal underwriter of the Funds, and an insurance company affiliated with the Manager receive fees from the Funds under a plan of distribution adopted pursuant to Rule 12b-1 under the 1940 Act. The Trustees considered that the Manager and its affiliates may benefit from (i) greater efficiencies in annuity administration and operations and potential cost savings due to a reduction in the number of unaffiliated funds available as annuity contract investment options, and (ii) increased dividends-received deductions due to the Funds’ status under the tax laws as disregarded entities. In addition, the

Trustees considered the potential benefits, other than sub-advisory fees, that the Sub-advisers and their affiliates receive because of their relationships with the Funds, including the potential increased ability to use soft dollars consistent with Trust policies and other benefits from increases in assets under management. The Trustees concluded that benefits that accrue to the Manager and its affiliates are reasonable and the benefits that accrue to the Sub-advisers and their affiliates are consistent with those expected for a sub-adviser to a mutual fund such as the applicable Fund.

Conclusion

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

 

 

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Trustees and Officers Information Table

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

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Independent Trustees
   
Bruce W. Ferris
(born 1955)
   Trustee    Retired (since 2015); President and CEO, Prudential Annuity Distributors (2013–2015); Director/Trustee, Advanced Series Trust, Prudential Series Fund and Prudential’s Gibraltar Fund, Inc. (2013–2015); Senior Vice President, Prudential Annuities (2008–2015).    16    None.
   
Theda R. Haber
(born 1954)
   Trustee    Adjunct Assistant Professor of Law, UC Hastings College of Law (since 2013); Member of the Board of Directors, Fairholme Trust Company, LLC (since 2015); Attorney, Law Office of Theda R. Haber (since 2014); Visiting Professor of Law, UC Davis School of Law (since 2014); Consultant, Haber & Associates LLC (financial services industry) (since 2012); Advisory Council Chair, Vice Chair, and Member, Advisory Council on Employee Welfare and Pension Benefit Plans (ERISA Advisory Council), U.S. Department of Labor (2009–2011); Managing Director and General Counsel, BlackRock Institutional Trust Company, N.A. (2009–2011); Deputy Global General Counsel, Barclays Global Investors (2006-2009); Managing Director, Barclays Global Investors (1998–2006).    16    None.
   
Marshall Lux
(born 1960)
   Trustee    Senior Advisor, The Boston Consulting Group (since 2014); Senior Partner and Managing Director, The Boston Consulting Group (2009–2014).    16    None.
   
Lisa K. Polsky
(born 1956)
   Trustee    Senior Risk Advisor, AQR (investment management) (since 2016); Senior Risk Advisor, Ultra Capital (venture capital) (since 2016); Board Member and Chair of Risk Committee, DeutscheBank IHC (financial services) (since May 2016); Chief Risk Officer, CIT Group Inc. (financial services) (2010–2015); Board Member and Chair of Audit Committee, Piper Jaffray (investment bank) (2007–2016).    16    None.
   
John Walters
(born 1962)
   Lead Independent Trustee    Board Member, Amerilife Holdings LLC (insurance distribution) (since 2015); Board Member, Stadion Money Management LLC (investment adviser) (since 2011); President and Chief Operating Officer, Hartford Life Insurance Company (2000–2010).    16    None.

 

36    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

 

         
Name and
Year of Birth
   Term of Office,
Position(s) Held
and Length of
Service*
  

Principal
Occupation(s)

During Past Five Years

  

Number of
Funds

in Fund
Complex
Overseen

by Trustees***

   Other Directorships
Held by Trustee
Interested Trustees
   
Gordon Dinsmore** (born 1952)    Trustee    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.    16    None.
   

Marc Costantini**

(born 1969)

   Chairman and Trustee    Executive Vice President, Group and Worksite Markets, The Guardian Life Insurance Company of America (since 2017); Executive Vice President and Chief Financial Officer, The Guardian Life Insurance Company of America (2014–2017); Executive Vice President, Manulife Financial prior thereto (various positions from 1990–2014).    16    None.

 

*

Each Trustee except for Mr. Dinsmore began service in such capacity in 2016 and serves until his or her successor is elected and qualified or until his or her resignation, death or removal. Mr. Dinsmore has served as a Trustee since November 2017. The business address of each Trustee is 7 Hanover Square, New York, New York 10004.

**

Each of Gordon Dinsmore and Marc Costantini is considered to be an “interested person” of the Trust within the meaning of the 1940 Act because of their affiliation with The Guardian Life Insurance Company of America and/or its affiliates.

***

As of the date of this report, the Trust currently consists of 16 separate Funds.

Member of the Audit Committee of the Trust.

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

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Gordon Dinsmore
(born 1952)
   President and Principal Executive Officer (Since November 2017)    Senior Vice President, Head of Product and President of Berkshire, The Guardian Life Insurance Company of America.
   
John H. Walter
(born 1962)
   Senior Vice President, Treasurer, and Principal Financial and Accounting Officer    Vice President, Chief Financial Officer, Equity Profit Center, The Guardian Life Insurance Company of America.
   
Harris Oliner
(born 1971)
   Senior Vice President and Secretary    Senior Vice President, Corporate Secretary, The Guardian Life Insurance Company of America (since 2015); Senior Vice President, Deputy General Counsel, Corporate Secretary, Voya Financial, Inc. (2013–2014); Managing Director, Senior Counsel, Corporate Secretary, BlackRock, Inc. prior thereto.
   
Richard T. Potter
(born 1954)
   Senior Vice President and Chief Legal Officer    Vice President and Equity Counsel, The Guardian Life Insurance Company of America.
   
Philip Stack
(born 1964)
   Chief Compliance Officer (Since September 2017)    Executive Director, Chief Compliance Officer, Morgan Stanley (2015–2017); Vice President, Morgan Stanley (2013–2015); Vice President, Corporate Audit Group–Compliance, Morgan Stanley prior thereto.
   
James R. Anderson
(born 1963)
   Anti-Money Laundering Officer (Since November 2017)    Second Vice President, Agency and Anti-Money Laundering Compliance, The Guardian Life Insurance Company of America.
   
Kathleen M. Moynihan
(born 1966)
   Senior Counsel    Senior Counsel, The Guardian Life Insurance Company of America.
   
Maria Nydia Morrison
(born 1958)
   Fund Controller    Mutual Fund Controller, The Guardian Life Insurance Company of America (since 2015); Chief Financial Officer/Assistant Operating Officer, St. Francis De Assisi Montessori School (Plaridel, Bulacan), Inc. (Philippines) (2013–2015); Vice President, Bank of New York Mellon prior thereto.

 

    37


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

     
Name and Year of Birth    Position(s) Held and
Length of Service*
   Principal Occupation(s)
During Past Five Years
   
Sonya L. Crosswell
(born 1977)
   Assistant Secretary    Assistant Vice President, Assistant Corporate Secretary and Secretary Pro Tem, The Guardian Life Insurance Company of America (since 2014); Vice President, Secretary and Assistant General Counsel, Carver Federal Savings Bank prior thereto.

 

*

Unless otherwise indicated, the Officers each began service in such capacity in 2016 and hold office for an indefinite term or until their successors shall have been elected and qualified. The business address of each Officer is 7 Hanover Square, New York, New York 10004.

 

38    


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SUPPLEMENTAL INFORMATION (UNAUDITED)

 

The Statement of Additional Information (“SAI”) includes additional information about the Trust’s Trustees and Officers and is available, without charge, upon request by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/Prospectuses.

 

Portfolio Holdings and Proxy Voting Procedures

The Fund files its complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year as an exhibit to its reports on Form N-Q or Form N-PORT (for filings beginning in April 2019 relating to March 31, 2019 data). The Fund’s Form N-Q or Form N-PORT reports are available on the Securities and Exchange Commission’s website at https://www.sec.gov. The Fund’s Form N-Q or Form N-PORT information is also available, without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses.

Beginning in April 2019, the Fund will cease to disclose its holdings on Form N-Q and will file Form N-PORT with the Securities and Exchange Commission on a monthly

basis, with the information contained on Form N-PORT for the last month of the Fund’s fiscal quarter being made public by the Securities and Exchange Commission 60 days after the end of the Fund’s fiscal quarter.

A description of the policies and procedures that the Fund uses to determine how to vote proxies relating to portfolio securities is included in the SAI. The SAI and information regarding how the Fund voted proxies relating to portfolio securities during the most recent 12-month period ended June 30 may be obtained (i) without charge, upon request, by calling toll-free 1-888-GUARDIAN (1-888-482-7342) or by visiting our website at http://guardianvpt.onlineprospectus.net/GuardianVPT/
Prospectuses; and (ii) on the Securities and Exchange Commission’s website at https://www.sec.gov.

 

 

    39


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

 

LOGO

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

PUB8167


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Item 2. Code of Ethics.

The registrant, as of the end of the period covered by this report, has adopted a code of ethics, as defined in this Item 2, that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. There were no amendments or waivers granted with respect to the Code of Ethics during the fiscal year ended December 31, 2018.

Item 3. Audit Committee Financial Expert.

The registrant’s board of trustees has determined that Lisa Polsky is an audit committee financial expert serving on its audit committee. This individual is “independent,” as defined by this Item 3.

Item 4. Principal Accountant Fees and Services.

(a)-(d)

Fees for services rendered to the registrant by its principal accountant.

 

Fiscal Year Ended

   Audit Fees*      Audit-
Related Fees
     Tax Fees      All Other Fees  

December 31, 2018

   $  341,500      $  —        $  —        $  —    

December 31, 2017

   $ 338,500      $ —        $ —        $ —    

 

*

Fees are exclusive of out-of-pocket expenses.

(e)(1) The registrant’s Audit Committee is required to approve at least annually all audit and non-audit services that are required to be pre-approved under paragraph (c)(7) of Rule 2-01 of Regulation S-X. In addition, pursuant to the registrant’s Audit Committee Pre-Approval Procedures, the chair of the Audit Committee, or one or more designated members of the Audit Committee, is authorized to pre-approve a proposed non-audit service, or a proposed material change in the nature or cost of any previously approved non-audit service, between meetings of the Audit Committee. Any such action shall be presented for ratification by the Audit Committee not later than its next regularly scheduled meeting.

(e)(2) With respect to the services described in (b) - (d) of this item relating to the Audit-Related Fees, Tax Fees and All Other Fees disclosed above, 0% were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Not applicable.

(g) Not applicable.

(h) Not applicable.

Item 5. Audit Committee of Listed registrants.

Not applicable to the registrant.

Item 6. Investments.

(a) The Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this Form.

(b) None.

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

Not applicable to the registrant.

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

Not applicable to the registrant.

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

Not applicable to the registrant.


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

There have been no material changes to the procedures by which shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c) (2)(iv) of Regulation S-K (as required by Item 22(b)(15) of Schedule 14A) or this Item.

Item 11. Controls and Procedures.

(a) The registrant’s principal executive and principal financial officers have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c)) are effective, as of a date within 90 days of the filing date of this Form N-CSR, to provide reasonable assurance that the information required to be disclosed by the registrant on Form N-CSR is recorded, processed, summarized, and reported within the time periods specified in the Commission’s rules and forms, based on their evaluation of these disclosure controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rule 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934 (17 CFR 240.13a-15(b) or 240.15d-15(b)).

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1) Code of ethics that is the subject of disclosure required by Item 2 is attached hereto.

(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

(a)(3) Not applicable.

(b) Certification pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 is attached hereto.

 


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SIGNATURES

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

 

(Registrant)   Guardian Variable Products Trust
By (Signature and Title)*  

/s/ Gordon Dinsmore

  Gordon Dinsmore, President
  (Principal Executive Officer)

Date: March 6, 2019

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

 

By (Signature and Title)*  

/s/ Gordon Dinsmore

  Gordon Dinsmore, President
  (Principal Executive Officer)
Date: March 6, 2019  
By (Signature and Title)*  

/s/ John H Walter

 

John H Walter, Treasurer

  (Principal Financial and Accounting Officer)

Date: March 6, 2019