Virtus Variable Insurance Trust Registration Nos. 811-04642 and 033-05033 (Name of Registrant as Specified in Its Charter/Declaration of Trust) N/A (Name of Person(s) Filing Proxy Statement, if other than the Registrant) | ||
Registration | | | Valid Signature | | |||
Corporate Accounts | | | |||||
| | | (1) ABC Corp. | | | ABC Corp. | |
| | | (2) ABC Corp. | | | John Doe, Treasurer | |
| | | (3) ABC Corp. c/o John Doe, Treasurer | | | John Doe | |
| | | (4) ABC Corp. Profit Sharing Plan | | | John Doe, Trustee | |
Trust Accounts | | | |||||
| | | (1) ABC Trust | | | Jane B. Doe, Trustee | |
| | | (2) Jane B. Doe, Trustee u/t/d 12/28/78 | | | Jane B. Doe | |
Custodial or Estate Accounts | | | |||||
| | | (1) John B. Smith, Cust. f/b/o John B. Smith, Jr. UGMA | | | John B. Smith | |
| | | (2) Estate of John B. Smith | | | John B. Smith, Jr., Executor | |
Series | | | Class A Shares | | | Class I Shares | | ||||||
Virtus Capital Growth Series | | | | | 9,512,837.055 | | | | N/A | | |||
Virtus Growth & Income Series | | | | | 8,211,635.687 | | | | N/A | | |||
Virtus International Series | | | | | 15,669,022.435 | | | | | | 5,850.646 | | |
Virtus Multi-Sector Fixed Income Series | | | | | 16,722,921.049 | | | | | | 24,127.902 | | |
Virtus Premium AlphaSector® Series | | | | | 2,915,551.434 | | | | | | 22,056.082 | | |
Virtus Real Estate Securities Series | | | | | 3,887,782.945 | | | | | | 4,975.147 | | |
Virtus Small-Cap Growth Series | | | | | 3,056,322.467 | | | | | | 13,226.089 | | |
Virtus Small-Cap Value Series | | | | | 6,627,127.629 | | | | N/A | | |||
Virtus Strategic Allocation Series | | | | | 9,026,833.527 | | | | N/A | |
| Aggregate Fee paid to Aberdeen last year | | | Aggregate Fee paid if proposed fee for Euclid had been in effect last year | | | Percent Difference | |
| $753,799 | | | $991,701 | | | 31.56% | |
| Name | | | (as of June 30, 2015) | | | Management Fee | | ||||||||||||||||
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Name | | | Principal | | |||||||
George R. Aylward | | | President and Chairman | | |||||||
| | Executive Vice President And Treasurer | | ||||||||
| | Executive Vice President, General Counsel and Assistant Secretary | | ||||||||
Francis G. Waltman | | | | ||||||||
Kevin J. Carr | | | Senior Vice President | | |||||||
James R. Sena | | | |
Fund | | | | | Subadvisory Fee | | ||
Virtus International Equity Fund | | $9.08 million (as of June 30, 2015) | | | 50% of the following net advisory fee: 0.85% on first $2 billion, 0.80% on $2+ billion through $4 billion, and 0.75% over $4 billion | |
Aberdeen | | | Subadviser | |
Summary/Investment Process The Series invests in a diversified portfolio of securities of non-U.S. issuers, including companies, governments, governmental agencies and international organizations, which may be denominated in foreign currencies. The Series will invest primarily in common stocks of established non-U.S. companies, | | | Summary/Investment Process The Series seeks to provide investors with access to high-quality international businesses selling at attractive valuations. Ideally these companies are not only growing their earnings but are also creating economic value by maintaining or growing their return on invested capital. The subadviser’s process is | |
Aberdeen | | | Subadviser | |
as well as preferred stocks, and depositary receipts, believed to have potential for capital growth, income or both. The Series may invest in any amount for capital growth or for income. In determining whether assets will be invested for capital growth or for income, the subadviser will analyze the international equity and fixed-income markets and assess the degree of risk and level of return that can be expected from each market. Country and geographic allocations are based on such economic, monetary and political factors as: • prospects for relative economic growth among countries; • expected levels of inflation; • government policies influencing business decisions; • relative price levels of the various capital markets; • the outlook for currency relationships; and • the range of individual investment opportunities available. Within the designated country allocations, the subadviser uses primary research to select individual securities for investment based on factors such as industry growth, management strength and treatment of minority shareholders, financial soundness, market share, company valuation and earnings strength. | | | driven by bottom-up fundamental research and informed by top-down macro views, with an expectation that a significant proportion of any long-term performance will come from security selection. In evaluating securities for inclusion in the Series, the subadviser applies a cash flow based approach to valuation, as well as additional fundamental research to assess the economic value added, financial strength, franchise quality, and management alignment of individual companies. Top-down macro research is utilized to assess the market environment, and to assist with regional, country, and sector allocations. As part of the macro process, the subadviser takes into account, among other things; monetary policy, political factors, economic growth, and valuation. The subadviser believes this approach produces long-term investment returns characterized by low absolute volatility and downside protection. In determining which portfolio securities to sell, the subadviser considers, among other things; whether a security has become fully valued, if there has been a material change in the assessment of the company’s fundamentals or original thesis, the stock is not acting as expected, there is a better alternative available, and/or a portfolio rebalancing. | |
Aberdeen | | | Subadviser | |
Countries/Regions The Series may invest in any region of the world. The Series intends to invest primarily in established companies in countries with either developed or emerging markets. Under normal circumstances, the Series will invest at least 80% of its assets in non-U.S. issuers located in no fewer than three countries. From time to time, the Series may have more than 25% of its assets invested in any major industrial or developed country. The Series’ policy of investing 80% of its assets in non-U.S. issuers located in no fewer than three countries may be changed only upon 60 days’ written notice to shareholders. Market Capitalization As of December 31, 2014, the market capitalization range for the Series’ equity securities was $3.5 billion to $251.1 billion. | | | Countries/Regions Under normal circumstances, the Series invests at least 80% of its assets in equity securities of issuers located outside of the United States. The Series invests primarily in developed countries, but may also invest in issuers located in emerging market countries. In determining the “location” of an issuer, the subadviser primarily relies on the country where the issuer is incorporated. However, the country of risk is ultimately determined based on analysis of the following criteria: actual building address (domicile), primary exchange on which the security is traded and country in which the greatest percentage of company revenue is generated. This evaluation is conducted so as to determine that the issuer’s assets are exposed to the economic fortunes and risks of the designated country. The Series’ policy of investing 80% of its assets in foreign equity securities may be changed only upon 60 days’ written notice to shareholders. Market Capitalization The subadviser seeks to diversify its portfolio from a variety of sectors and countries, and typically invests in the securities of medium to large capitalization companies, but is not limited to investing in the securities of companies of any particular size. | |
Aberdeen | | | Subadviser | | ||||||||||||||||
| | | Other The Series may use derivatives to hedge against foreign currency exchange rates. The Series will primarily hold securities of |
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| | Name | | | | Aggregate Compensation From the Trust | | | | Pension or Retirement Benefits Accrued as Part of Trust Expenses | | | | Total Compensation From the Trust Complex Paid to Trustees | | | |||||||||
| | Independent Trustees | | | |||||||||||||||||||||
| | Thomas J. Brown | | | | | $ | 79,000 | | | | | | | None | | | | | | $ | 79,000 | | | |
| | Roger A. Gelfenbien | | | | | | 74,000 | | | | | | | None | | | | | | | 74,000 | | | |
| | Eunice S. Groark* | | | | | | 74,000 | | | | | | | None | | | | | | | 74,000 | | | |
| | John R. Mallin | | | | | | 73,000 | | | | | | | None | | | | | | | 73,000 | | | |
| | Hassell H. McClellan | | | | | | 79,000 | | | | | | | None | | | | | | | 79,000 | | | |
| | Philip R. McLoughlin | | | | | | 102,000 | | | | | | | None | | | | | | | 689,000 | | | |
| | Interested Trustee | | | |||||||||||||||||||||
| | George R. Aylward | | | | | | None | | | | | | | None | | | | | | | None | | | |
| | TOTAL | | | | | $ | 481,000 | | | | | | | | | | | | | $ | 1,068,000 | | | |
| | | 2013 | | | 2014 | | ||||||
Audit Fees | | | | $ | 209,510 | | | | | $ | 209,510 | | |
Audit-Related Fees | | | | $ | 26,395 | | | | | $ | 41,344 | | |
Tax Fees | | | | $ | 31,375 | | | | | $ | 30,375 | | |
All Other Fees | | | | $ | 0 | | | | | $ | 0 | | |
Fiscal Year Ended December 31 | | | Aggregate Non-Audit Fees Billed | | |||
2013 | | | | $ | 434,669 | | |
2014 | | | | $ | 500,176 | | |
Name and Address | | | Class | | | Shares | | | Percentage of Class Outstanding (%) | | ||||||
PHL VARIABLE INSURANCE CO PHLVIC C/O PETER HOSNER 31 TECH VALLEY DR EAST GREENBUSH NY 12061-4134 | | | CLASS A | | | | | 10,309,105.09 | | | | | | 69.93 | | |
PHOENIX LIFE INSURANCE CO PLIC C/O PETER HOSNER 31 TECH VALLEY DR EAST GREENBUSH NY 12061-4134 | | | CLASS A | | | | | 4,220,558.78 | | | | | | 28.63 | | |
VIRTUS PARTNERS INC ATTN DAVID G HANLEY 100 PEARL ST FL 8 HARTFORD CT 06103-4500 | | | CLASS I | | | | | 5,974.46 | | | | | | 100.00 | | |
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| Name: | | | Jennifer S. Fromm | |
| Title: | | | Vice President, Chief Legal Officer and Secretary Virtus Variable Insurance Trust | |
| | | VIRTUS VARIABLE INSURANCE TRUST | | ||||
| | | | By: | | | | |
| | | | Name: | | | | |
| | | | Title: | | | Senior Vice President, Chief | |
| | | | VIRTUS INVESTMENT ADVISERS, INC. | | |||
| | | | By: | | | | |
| | | | Name: | | | Francis G. Waltman | |
| | | | Title: | | | Executive Vice President | |
| By: | | | | | |||
| | | | Name: | | | Francis G. Waltman | |
| | | | Title: | | | Executive Vice President | |
| SCHEDULES: | | | A. | | | Operational Procedures | |
| | | | B. | | | Record Keeping Requirements | |
| | | | C. | | | Fee Schedule | |
| | | | D. | | | Subadviser Functions | |
| | | | E. | | | Form of Sub-Certification | |
| | | | F. | | | Designated Series | |
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| [Name of Subadviser] [Name of Authorized Signer] [Title of Authorized Signer] | | | Date | |