SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934

Filed by the Registrant   [X]

Filed by a Party other than the Registrant   [   ]

Check the appropriate box:

Allianz Variable Insurance Products Trust
Allianz Variable Insurance Products Fund of Funds Trust

(Name of Registrant as Specified In Its Charter)

N/A

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):

                                                                                                                            

                                                                                                                            

3)	Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

                                                                                                                            

5)            Total fee paid:
                                                                                                                            

                                                                                                                            

                                                                                                              

                                                                                                              

                                                                                                              

                                                                                                              

(each, a “Fund,” and collectively, the “Funds”)

5701 Golden Hills Drive
Minneapolis, Minnesota 55416

Dear Contract Owner:

The Boards of Trustees of the above referenced Funds (the “Board”), each of which is a series of either the Allianz Variable Insurance Products Trust or the Allianz Variable Insurance Products Fund of Funds Trust (each, a “Trust”, and collectively, the “Trusts”), has called a special joint meeting of each Fund’s shareholders.  The meeting will be held at 10:00 a.m. Central Time on June 3, 2021.  In light of the public health impact of the coronavirus outbreak (COVID-19) and the related institution of social distancing and other measures and guidance and declarations from various relevant governmental authorities, and in accordance with Section 3806(f) of the Delaware Statutory Trust Act and each of the Trust’s Agreement and Declaration of Trust and By-Laws, as amended to date, the special joint meeting of the shareholders of the Funds will be conducted over the Internet in a virtual meeting format.  Directions for attending the meeting are set forth in the Notice of Special Joint Meeting of Shareholders below. At the meeting, shareholders of each Fund will consider the following proposals:

As the owner of a variable life insurance policy or variable annuity contract issued by Allianz Life Insurance Company of North America or Allianz Life Insurance Company of New York, you are an indirect shareholder in one or more of the Funds.  Accordingly, we ask that you indicate whether you approve or disapprove of each proposal by completing and returning the enclosed voting instruction form.  The Board unanimously recommends that you vote FOR all proposals.

Please carefully review the proxy statement and the enclosed voting instruction form.  You may provide your voting instructions by phone, Internet, or mail.  In order to avoid the additional expense of further solicitation, we respectfully ask for your cooperation in casting your votes.

Thank you for your prompt attention and participation.

Sincerely,

Brian Muench

President

April 16, 2021

(each, a “Fund,” and collectively, the “Funds”)

5701 Golden Hills Drive
Minneapolis, Minnesota 55416

NOTICE OF SPECIAL JOINT MEETING OF SHAREHOLDERS
TO BE HELD JUNE 3, 2021

A special joint meeting of the shareholders of each of the above referenced Funds, each of which is a series of either the Allianz Variable Insurance Products Trust or the Allianz Variable Insurance Products Fund of Funds Trust (each a “Trust” and collectively, the “Trusts”), will be held at 10:00 a.m. Central Time on June 3, 2021. In light of the public health impact of the coronavirus outbreak (COVID-19) and the related institution of social distancing and other measures and guidance and declarations from various relevant governmental authorities, and in accordance with Section 3806(f) of the Delaware Statutory Trust Act and each of the Trust’s Agreement and Declaration of Trust and By-Laws, as amended to date, the special joint meeting of the shareholders of the Funds will be conducted over the Internet in a virtual meeting format. Directions for attending the meeting are set forth below in this Notice of Special Joint Meeting of Shareholders.

At the meeting, shareholders of each Fund will consider the following proposals:

The Funds issue and sell their shares to certain separate accounts of Allianz Life Insurance Company of North America (“Allianz Life”) and Allianz Life Insurance Company of New York (“Allianz Life of NY”). The separate accounts hold shares of mutual funds, including the Funds, which serve as a funding vehicle for benefits under variable life insurance policies or variable annuity contracts issued by Allianz Life or Allianz Life of NY (collectively, the “Contracts”). In addition, shares of certain Funds also may be held by other Funds that are managed as funds of funds (the “Funds of Funds”).

As the owners of the assets held in the separate accounts, Allianz Life and Allianz Life of NY, together with the Funds of Funds, are the sole shareholders of the Funds and are entitled to vote all of the shares of the Funds. However, Allianz Life and Allianz Life of NY will vote outstanding shares of the Funds held by them in accordance with instructions given by the owners of the Contracts (“Contract Owners”) for which the Funds serve as a funding vehicle. This Notice is being delivered both to shareholders of record who are entitled to vote at the meeting and to Contract Owners who, by virtue of their ownership of the Contracts, beneficially owned shares of the Funds on the record date, so that they may instruct Allianz Life and Allianz Life of NY how to vote the shares of the Funds underlying their Contracts.

Accessing the Virtual Meeting – To access the virtual meeting, send a request to attend the virtual meeting to shareholdermeetings@computershare.com. Please include your full name and the control number located on your proxy card or voting instruction form. You then will receive instructions to access and attend the virtual meeting. Requests to attend the virtual meeting must be received at least three business days prior to the meeting. If you will not be attending the virtual meeting, proxy votes or voting instructions must be received by 4:00 p.m. Central time on the day prior to the meeting. You may also attend the meeting and vote or provide voting instructions.

Shareholders of record at the close of business on March 5, 2021 are entitled to vote at the meeting.

By Order of the Board of Trustees

Erik T. Nelson
Secretary

April 16, 2021

YOU CAN VOTE QUICKLY AND EASILY.


PLEASE FOLLOW THE INSTRUCTIONS IN ENCLOSED PROXY CARD OR VOTING INSTRUCTION FORM.

PROXY STATEMENT

SPECIAL JOINT MEETING OF SHAREHOLDERS
TO BE HELD ON JUNE 3, 2021

5701 Golden Hills Drive
Minneapolis, Minnesota 55416

The Boards of Trustees (the “Board”) of the Allianz Variable Insurance Products Trust (the “VIP Trust”) and the Allianz Variable Insurance Products Fund of Funds Trust (the “FOF Trust,” and together with the VIP Trust, the “Trusts”) is furnishing this proxy statement in connection with their solicitation of voting instructions to be used at the special joint meeting of the shareholders of each Fund, to be held at 10:00 a.m. Central Time on June 3, 2021 (the “Meeting”), and at any adjournment of the Meeting.  In light of the public health impact of the coronavirus outbreak (COVID-19) and the related institution of social distancing and other measures and guidance and declarations from various relevant governmental authorities, and in accordance with Section 3806(f) of the Delaware Statutory Trust Act and each of the Trust’s Agreement and Declaration of Trust and By-Laws, as amended to date, the Meeting of the shareholders of the Funds will be conducted over the Internet in a virtual meeting format. Directions for attending the Meeting are set forth above in the Notice of Special Joint Meeting of Shareholders. At the Meeting, shareholders of record of each Fund at the close of business on March 5, 2021 will consider and are entitled to vote on the following proposals:

This proxy statement was first mailed to shareholders of record and to owners (“Contract Owners”) of variable life insurance policies or variable annuity contracts issued by Allianz Life or Allianz Life of NY (collectively, the “Contracts”) on or about April 16, 2021.

Important Notice Regarding the Availability of Proxy Materials for the Shareholder Meeting to Be Held on June 3, 2021.

The Notice of Special Joint Meeting of Shareholders, Proxy Statement and Voting Instruction Form are available at https://www.proxy-direct.com/azl-32021.

SECTION A – Proposals

At the Meeting, shareholders will be asked to elect the seven nominees named below (the “Nominees”) as Trustees of the Trusts. If elected, each Trustee will serve until a successor is elected and qualified or until such Trustee dies, resigns, retires, or is removed as provided in the governing documents of the Trust. If any or all of the Nominees should become unavailable for election due to events not now known or anticipated, then the insurance company named on the voting instruction form will vote for such other Nominee or Nominees as the current Trustees may recommend.

TRUSTEE NOMINEE INFORMATION

The following table sets forth important information regarding each Nominee, including each Nominee’s principal occupation during the last five years and other information relating to the experience, qualifications attributes, or skills relevant to the Nominee’s qualifications to serve as a Trustee, which led to the conclusion that the Nominee should serve as a Trustee for each Trust.  All seven Nominees currently serve as Trustees of the Trusts, as well as of the AIM ETF Products Trust. The Trusts and the AIM ETF Products Trust together are referred to as the AIM Complex. Each of the Nominees has indicated that he or she is willing to serve as a Trustee. The business address for each Nominee is the same as that of the Funds’ investment adviser: 5701 Golden Hills Drive, Minneapolis, MN 55416. The term of office for each Nominee is indefinite.

Trustee Nominees.  The Nominees you are being asked to elect as Trustees of the Trusts are as follows:

Trustee Qualifications.  The following briefly describes specific experiences, qualifications, attributes or skills each Trustee brings to his or her service on the Board of Trustees of the Trusts.

Mr. Burnim - Brings to the Board of Trustees over 45 years of experience in management and director positions in the financial services industry. Mr. Burnim’s management experience includes over 25 years in various senior management positions for Citibank/Citicorp’s Corporate, Private and Investment banking sectors and extensive experience as Managing Director or Executive Vice President at various privately owned investment firms. Mr. Burnim also has substantial prior board experience, including service on the boards of The Bank of Bermuda and various hedge funds and insurance companies, as well as various nonprofits. Mr. Burnim offers the Board of Trustees his considerable knowledge of the securities, banking and insurance industries in which the Trusts function and in Board governance matters.

Ms. Ettestad - Brings to the Board of Trustees over 25 years of senior management experience, including over ten years of experience in senior management positions specifically at mutual fund, annuities, insurance and other financial service firms. Her consulting experience includes work in interim “C-suite” positions and Finance and IT organizational redesign.  Ms. Ettestad’s subject matter expertise includes creation and analysis of financial systems and design and implementation of compliance and control processes, both directly applicable to the Board’s supervision of the Trusts’ finance, operations, and compliance functions.

Ms. Fagely - Brings to the Board of Trustees extensive experience with mutual fund management and governance. She has over 20 years of senior management experience with various mutual fund and financial services firms, as well as prior experience serving as a member of the board of trustees and the audit committee chair for the Diamond Hill Funds, another mutual fund complex. This experience is directly applicable to the Board’s supervision of the Trusts’ finance, operational and audit functions.

Mr. Forde - Brings to the Board of Trustees over 30 years of experience in the investment department of CIGNA (and its predecessors), including eight years as Chief Investment Officer and many prior years as senior managing director. Mr. Forde also has board experience with Connecticut Water Service, Inc. Mr. Forde therefore brings to the Board considerable experience with the securities industry, considerable knowledge of investments, and experience in board governance matters.

Ms. Leonardi - Brings to the Board of Trustees more than 30 years of senior management experience, including approximately 20 years of experience as senior vice president, managing director or general partner of two private equity fund-of-funds managers and experience launching a new insurance subsidiary of Phoenix Home Life Mutual Insurance Co. Ms. Leonardi has substantial prior board experience, including service on the boards of the University of Connecticut Health Center (14 years), the University of Connecticut (10 years) and the Connecticut Children’s Medical Center (3 years). Ms. Leonardi therefore brings considerable knowledge of the securities and insurance industries in which the Trusts function and in Board governance matters.

Mr. Lewis - Brings to the Board of Trustees over 40 years of management experience at various companies, including nearly 10 years in senior management positions at Fortis Financial Group and IDS Financial Services, Inc. Mr. Lewis brings to the Board of Trustees considerable experience in a variety of business functions, including sales and marketing, strategic planning, new product development and financial management. Mr. Lewis also has significant prior board experience with for profit and nonprofit organizations, including nearly 24 years on the Orono, Minnesota Board of Education. Mr. Lewis therefore also brings considerable knowledge of Board governance matters.

Mr. Muench - As President, is responsible for the day-to-day functions of the investment advisor, including management of the investment research process and the investment analytical group which monitors and makes recommendations regarding the retention of existing subadvisors and addition of new subadvisors within the investment option line-up.  Mr. Muench brings to the Board of Trustees not only his expertise in investment management, but also his day-to-day working knowledge of the strategic direction of the Trusts and the performance of the various funds of the Trusts.

Board and Shareholder Meeting Attendance.  Each Nominee for Trustee currently in office attended at least 75% of the aggregate of the total number of meetings of the Board and the total number of meetings held by all committees of the Board on which the Nominee serves during the Trusts’ most recent fiscal year. During the fiscal year ended December 31, 2020, there were ten meetings of the Board, two meetings of the Audit Committee, four meetings of the Investment Committee and two meetings of the Nominating and Corporate Governance Committee. The Trusts do not hold annual shareholder meetings

and therefore do not have a policy with regard to Trustees’ attendance at such meetings. However, as a matter of practice, at least one Trustee will attend special shareholder meetings.

Ownership of Fund Affiliates.  As of February 26, 2021, none of the non-interested Nominees or their immediate family members owned any securities of the investment adviser or principal underwriter of the Trusts, or a person directly or indirectly controlling, controlled by, or under common control with the investment adviser or principal underwriter of the Trusts. In addition, no Trustee purchased or sold any securities of the investment adviser or its affiliates during the past fiscal year.

Ownership of Fund Shares.  The following table provides the dollar range of equity securities beneficially owned by the Board members on February 26, 2021:

In addition, as of February 26, 2021, all of the Trustees and officers of each Trust, as a group, beneficially owned no shares of the Funds.

Compensation.  The following table sets forth total compensation paid to each Trustee for the fiscal year ended December 31, 2020.  No pension or retirement benefits have been accrued as part of the Trust’s expenses, and there are no estimated annual benefits upon retirement. The Interested Trustee does not receive compensation from the Trusts but all Trustees are reimbursed for all out-of-pocket expenses relating to attendance at meetings.

*Includes compensation from VIP Trust, FOF Trust and AIM ETF Products Trust.

The Board of Trustees and Its Role.  Overall responsibility for management of the Trusts rests with its respective Board. The Trustees elect the officers of the Trusts to supervise day‑to‑day operations. Subject to the provisions of the Agreement and Declarations of Trust, the Board manages the business of the Trusts and the Trustees have all powers necessary or convenient to carry out this responsibility including the power to engage in transactions of all kinds on behalf of the Trusts. The Board is responsible for oversight of the officers and may elect and remove, with or without cause, such officers as they consider appropriate.

The Leadership of the Board.  The Chair of the Board is Brian Muench who is an “interested person” of the Trust, as defined under the 1940 Act, by virtue of his employment with AIM and Allianz Life. The Trust has a Lead Independent (non-“interested”) Trustee, who is Peggy Ettestad. The Lead Independent Trustee was established to enable the independent members of the Board to have a single point of contact with Fund management and AIM, to coordinate the independent trustees' control and influence over fund governance. The Lead Independent Trustee is a member of the Board, who plays an active role in setting agendas, facilitating discussions, and serving as an interface between the Board and Fund management. The Lead Independent Trustee's responsibilities include (i) serving as leader of the independent trustees (keeping members focused on the objectives at hand, helping to shape meeting agendas, leading discussions, serving as spokesperson for the independent trustees, overseeing the quality, quantity, and timeliness of information received from Fund management, and seeking to improve the governance process); (ii) communicating regularly with other members of the Board and with the Chair; and (iii) conducting evaluations of the members of the Board.  The independent trustees believe that they have adequate control and influence over the governance of the Board and the Trusts.

The independent trustees, through the Lead Independent Trustee, regularly communicate with Brian Muench, President and Chair of the Trusts, regarding matters of interest or concern to them, and the independent trustees, through the Lead Independent Trustee, participate in developing agenda items for Board meetings.  Under normal circumstances, the Board meets at least four times each year and also at such other times as the Board deems appropriate. At each meeting, the Board may hold one or more executive sessions at which the independent trustees are free to discuss any matter of interest or concern to them and obtain information directly from officers, employees and other agents of the Trusts.

Board Committees.  The Board has established three committees:  Audit, Investment and Nominating and Corporate Governance.  The chairs and membership of the Audit, Investment and Nominating and Corporate Governance Committees are composed entirely of independent trustees. Through these committees, the independent trustees have direct oversight of accounting, auditing and financial matters affecting the Trusts, the evaluation and supervision of AIM and the selection and nomination of candidates to the Board.

Audit Committee.  The Audit Committee is made up of Mr. Burnim, Ms. Ettestad, Ms. Fagely, Mr. Forde, Ms. Leonardi and Mr. Lewis.  Ms. Fagely serves as chair of the Audit Committee.  The functions of the Audit Committee include advising the full Board with respect to accounting, auditing and financial matters affecting the Trust.  The Audit Committee met two times during the last fiscal year.  For more information about the Trusts’ auditor and related fee information, see Appendix A.

Investment Committee.  The Investment Committee is made up of Mr. Burnim, Ms. Ettestad, Ms. Fagely, Mr. Forde, Ms. Leonardi and Mr. Lewis. Mr. Burnim and Mr. Forde serve as co-chairs of the Investment Committee.  The functions of the Investment Committee include evaluating and supervising the investment adviser and the various investment portfolios of the Trust.  The Investment Committee met four times during the last fiscal year.

Nominating and Corporate Governance Committee.  The Nominating and Corporate Governance Committee is made up of Mr. Burnim, Ms. Ettestad, Ms. Fagely, Mr. Forde, Ms. Leonardi and Mr. Lewis.  Mr. Lewis serves as chair of the Nominating and Corporate Governance Committee.  The Nominating and Corporate Governance Committee advises the Board of Trustees with respect to the selection and nomination of candidates for election to the Board of Trustees.  The Nominating and Corporate Governance Committee does not consider nominees recommended by shareholders of the Trusts.  The Board believes this policy to be appropriate since the Nominating and Corporate Governance Committee has been able to identify, and expects to continue to be able to identify, an ample number of qualified Board candidates through a robust selection process.  Additionally, with respect to the Board’s responsibilities under Rule 38a-1 under the 1940 Act regarding the Chief Compliance Officer (“CCO”) of the Trusts, the chair of the Nominating and Corporate Governance Committee consults with the CCO on several issues, including but not limited to (i) the annual assessment of the adequacy of compliance policies and procedures and any proposed revisions or additions to such policies and procedures and (ii) material compliance matters (as defined in Rule 38a-1), if any, that the CCO should report to the Board before their next regular meeting. The Nominating and Corporate Governance Committee met two times during the last fiscal year.

The process for identifying and evaluating candidates to be nominated as Trustees requires that each candidate be evaluated by the Nominating and Corporate Governance Committee with respect to the relevant business and industry experience that would enable the candidate to serve effectively as a non-interested Trustee, as well as his or her compatibility with respect to business philosophy and style. In addition, the members of the Nominating and Corporate Governance Committee may conduct in-person interviews of each candidate using a standardized questionnaire.  When all of the viable candidates have been evaluated and interviewed, the Nominating and Corporate Governance Committee determines which of the viable candidates should be (a) recommended to fill a vacancy on the Board, when at least two-thirds of the Trustees have been elected by the shareholders, or (b) presented to the shareholders for election to become a member of the Board.  In addition, the Nominating and Corporate Governance Committee periodically reviews the composition of the Board to determine whether it may be appropriate to add individuals with different backgrounds or skill sets from those persons who are already members of the Board. Other than the process described here, the Nominating and Corporate Governance Committee does not impose a minimum set of qualifications or standards upon those individuals whom they are considering as nominees for Trustee.  The Nominating and Corporate Governance Committee has not adopted any specific policy on the issue of diversity but will take diversity into account, among other factors, in its consideration of new candidates for the Board.  Neither Trust regularly pays third parties fees to assist in the process of identifying and evaluating candidates.  The Nominating and Corporate Governance Committee has the resources and authority appropriate to discharge its responsibilities, including the authority to retain special counsel and other experts or consultants at the expense of the Trusts.

The charter for the Nominating and Corporate Governance Committee is attached hereto as Appendix B.

Risk Oversight by the Board.  The Board is actively involved in the risk oversight of the Trusts. The Board, as a whole and through its Audit and Investment committees, supervises the Trusts’ accounting and audit functions, as well as other financial matters affecting the Trusts, and evaluates and supervises AIM.  The Board regularly receives detailed reports from, and has opportunity to question representatives of, the Trusts’ CCO, independent audit firm, and administrator.  The CCO’s reports include a quarterly risk assessment outlining all identified compliance risks, all identified exceptions and their resolution. As noted above, the Board has established Audit, Investment and Nominating and Corporate Governance committees to assist in the oversight of the Trusts.

Required Vote Needed to Approve the Proposal.  All shares of each Trust then entitled to vote shall be voted together in aggregate. Approval of the election of each of the Nominees to the Board requires the affirmative vote of a plurality of the shares of each Trust voted at the Meeting.  A vote requiring a plurality to elect Nominees to the Board means that the Nominees receiving the largest number of votes cast will be elected to fill the available positions for each Trust and a Nominee may be elected even if he or she

receives the affirmative vote of less than a majority of the outstanding shares of a Trust voting.  Because the Nominees are running unopposed, all Nominees are expected to be elected, as all Nominees who receive votes in favor will be elected while votes withheld or abstentions have no effect on the outcome of this Proposal.

Board Recommendation.  The Board of Trustees unanimously recommends a vote FOR the proposal to approve the election of each of the Nominees to the Board of Trustees.

The 1940 Act requires that the Trusts recite in their registration statements, among other things, their policies with respect to the purchase and sale of commodities. The 1940 Act further requires the Trusts to obtain shareholder approval prior to changing this fundamental policy.   Although the 1940 Act does not have limitations regarding an open-end investment company’s investment in commodities,  federal tax law imposes certain investment limitations if the investment company qualifies as a regulated investment company for federal income tax purposes.

The current and proposed fundamental policies of the Trusts with respect to commodities are as follows:

Generally, each Trust’s current fundamental policy regarding investments in commodities prohibits a Fund from investing in commodities per se (e.g., gold, wheat, cotton) and commodity contracts but permits a number of investments in derivatives like options, forward contracts, and futures contracts and also allows for the purchase of publicly traded securities of companies engaging in whole or in part in such activities. Since the initial adoption of the Trusts’ policies with respect to commodities, the financial markets and regulatory requirements regarding commodities and commodity interests have evolved considerably.  The Board believes that the Trusts’ current policies are unnecessarily detailed and more restrictive than required by current law. The current policies may make it difficult to respond to future market or regulatory changes and may limit unnecessarily the flexibility of Fund portfolio managers to make changes in investment strategy that may benefit the Funds and help the Funds to better achieve their investment goals.

Conversely, the Board believes that the proposed policy with respect to commodities would allow greater flexibility to the Fund portfolio managers to respond to future market or regulatory changes and to make changes in investment strategy that may benefit the Funds and help the Funds to better achieve their investment goals. It is not currently anticipated that any Fund would change its investment strategies as a result of the proposed change to the policies with respect to commodities or that the adoption of the proposed policy would involve additional material risk to the Funds.

Accordingly, the Board of Trustees believes that it is in the best interests of the Trusts to replace the current fundamental policies with respect to commodities with the proposed policy set forth above.

Required Vote Needed to Approve the Proposal.  Approval of revisions to the Trusts’ fundamental policies with respect to commodities requires the affirmative vote of a “majority of the outstanding voting securities” of each Fund. Under the 1940 Act, the vote of a “majority of the outstanding voting securities” means the affirmative vote of the lesser of (a) 67% or more of the voting securities present at the Meeting or represented by proxy if the holders of more than 50% of the outstanding voting securities are present or represented by proxy or (b) more than 50% of the outstanding voting securities. Each Fund will vote separately on the proposal. This means that approval of the proposal by shareholders of one Fund is not contingent upon approval by shareholders of any other Fund. If one Fund approves the proposal and another Fund does not, the Fund whose shareholders approved the proposal will change its fundamental policy with respect to commodities, while the other Fund’s policy will not change.

If shareholders of a Fund approve the proposal, the change in that Fund’s fundamental policy with respect to commodities will become effective when the Fund’s registration statement is revised or supplemented to reflect the change, which is expected to occur shortly following the Meeting. If shareholders of a Fund do not approve the proposal, that Fund will continue to operate under its current fundamental policy.

Board Recommendation.  The Board of Trustees unanimously recommends a vote FOR the proposal to ratify the revisions to the Trusts’ fundamental policies with respect to commodities.

The 1940 Act requires that the Trusts recite in their registration statements, among other things, their policies with respect to borrowing. The 1940 Act further requires the Trusts to obtain shareholder approval prior to changing this fundamental policy.  Generally, Section 18(f) of the 1940 Act prohibits open-end investment companies from borrowing, unless they borrow from a bank and have asset coverage requirements of 300 percent of the borrowing.

The current and proposed fundamental policies of the Trusts with respect to borrowing are as follows:

Generally, each Trust’s current fundamental policy regarding borrowings prohibits a Fund from borrowing money (excluding reverse repurchase agreements or dollar roll agreements).  However, a Fund may borrow from banks for temporary or emergency purposes but only in amounts up to 30% of its total assets at the time of borrowing.  In addition, bank borrowings, reverse repurchase agreements and dollar roll agreements may not exceed in the aggregate one-third of the Fund’s total assets less liabilities other than the obligations represented by the bank borrowings, reverse repurchase agreements and dollar roll agreements at the time of borrowing.  Finally no Fund may mortgage, pledge, hypothecate, or remove any assets except in connection with a bank borrowing in amounts not to exceed 30% of the Fund’s net assets.

 Since the initial adoption of the Trusts’ policies with respect to borrowing, the regulatory requirements regarding borrowing by investment companies have evolved.  The Board believes that the Trusts’ current policies are unnecessarily detailed and may be more restrictive than required by current law. The current policies may make it difficult to respond to future regulatory changes and may limit

Accordingly, the Board of Trustees believes that it is in the best interests of the Trusts to replace the current fundamental and related non-fundamental policies with respect to borrowing with the proposed policy set forth above.

Required Vote Needed to Approve the Proposal.  Approval of revisions to the Trusts’ fundamental policies with respect to borrowing requires the affirmative vote of a “majority of the outstanding voting securities” of each Fund. Under the 1940 Act, the vote of a “majority of the outstanding voting securities” means the affirmative vote of the lesser of (a) 67% or more of the voting securities present at the Meeting or represented by proxy if the holders of more than 50% of the outstanding voting securities are present or represented by proxy or (b) more than 50% of the outstanding voting securities. Each Fund will vote separately on the proposal. This means that approval of the proposal by shareholders of one Fund is not contingent upon approval by shareholders of any other Fund. If one Fund approves the proposal and another Fund does not, the Fund whose shareholders approved the proposal will change its fundamental policy with respect to borrowing, while the other Fund’s policy will not change.

If shareholders of a Fund approve the proposal, the change in that Fund’s fundamental policy with respect to borrowing will become effective when the Fund’s registration statement is revised or supplemented to reflect the change, which is expected to occur shortly following the Meeting. If shareholders of a Fund do not approve the proposal, that Fund will continue to operate under its current fundamental policy.

Board Recommendation.  The Board of Trustees unanimously recommends a vote FOR the proposal to ratify the revisions to the Trusts’ fundamental policies with respect to borrowing.

SECTION B – Other Information Regarding The Trusts

OFFICER INFORMATION

The following table sets forth important information regarding the officers of the Trusts (along with Brian Muench, the “Officers”). Mr. Muench is President of the Trusts. Information regarding Mr. Muench may be obtained from the Trustee Nominee table in Section A, Proposal No. 1 above. Each of the Officers has indicated that he is willing to serve as an Officer. The term of office for each Officer is indefinite.  No executive officer or person affiliated with the Trusts, other than the Trustees, received compensation from any Fund for the fiscal year ended December 31, 2020, in excess of $60,000.

(1) AIM and the Trusts are parties to a Compliance Services Agreement under which AIM provides an employee of AIM or one of its affiliates to act as the Trusts’ Chief Compliance Officer.

SHAREHOLDERS AND CONTRACT OWNERS

The shareholders of each Trust are insurance company separate accounts.  Separate account Contract Owners own units in the insurance company separate accounts through variable life insurance policies and variable annuity contracts, and the separate accounts in turn own shares of the VIP Trust or FOF Trust, among other mutual fund investment options. In addition, shares of certain Funds also may be held by other Funds that are managed as funds of funds (the “Funds of Funds”).

A Contract Owner may communicate with the Board of either Trust by phone at
1-800-624-0197, or by mail at 5701 Golden Hills Drive, A3-765, Minneapolis, Minnesota 55416. All communications addressed to the Board of Trustees or any individual Trustee are logged and sent to the Board or individual Trustee.

OUTSTANDING SHARES

The number of shares outstanding and the number of votes entitled of the Funds of the VIP Trust and FOF Trust and each of the Fund’s share classes on the record date, March 5, 2021, is listed in the following tables.  Shareholders are entitled to one vote for each dollar, and a fractional vote for each fraction of a dollar, of net asset value per share for each share held on the record date. Similarly, the number of Fund shares for which Contract Owners may provide instructions will be based on the dollar amount of Fund shares that that the Contract Owner owns beneficially through the subaccount accumulation units and/or annuity units in its Contract on the record date.  Each accumulation unit or annuity unit represents a specified dollar value and a specified number of Fund shares.  For each dollar of value, the Contract Owner is permitted to vote one Fund share.  Fractional votes are also counted.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS

To the knowledge of the Trusts, the persons listed in the following table are the only persons who beneficially owned more than 5% of the outstanding shares of any class of any of the Funds as of the record date, March 5, 2021.

Title of Class	Name and Address of Beneficial Owner	Shares Held	Percent of Fund/Class Held
AZL DFA Five-Year Global Fixed Income Fund
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	40,913,804.11	96.30%
AZL DFA International Core Equity Fund
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	23,193,155.20	100%
AZL DFA U.S. Core Equity Fund
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	31,231,885.92	100%
AZL DFA U.S. Small Cap Fund

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Title of Class	Name and Address of Beneficial Owner	Shares Held	Percent of Fund/Class Held
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	11,818,643.44	100%
AZL Enhanced Bond Index Fund
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	162,373,878.50	87.53%
n/a	AZL Moderate Index Strategy Fund, a series of the Trust 5701 Golden Hills Drive Minneapolis, MN  55416	20,447,113.19	11.02%
AZL Fidelity Institutional Asset Management® Multi-Strategy Fund
n/a	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	19,629,578.15	51.59%
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	16,640,366.78	43.73%
AZL Fidelity Institutional Asset Management® Total Bond Fund
Class 1	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	1,932,588.86	92.38%
Class 1	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	159,339.95	7.62%
Class 2	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	14,503,063.71	35.95%
Class 2	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	24,043,799.43	59.60%
AZL Gateway Fund
n/a	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	4,584,202.25	46.32%
n/a	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	562,815.21	5.69%
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	4,750,689.40	48.00%
AZL Government Money Market Fund
n/a	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	447,922,245.19	92.53%
n/a	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	36,178,587.98	7.47%

Title of Class

Name and Address of Beneficial Owner

Shares Held

Percent of Fund/Class Held

AZL International Index Fund
Class 1	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	7,967,388.69	94.68%
Class 1	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	447,384.55	5.32%
Class 2	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	22,832,591.94	27.52%
Class 2	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	53,711,063.55	64.73%
Class 2	AZL Moderate Index Strategy Fund, a series of the Trust 5701 Golden Hills Drive Minneapolis, MN  55416	5,291,592.54	6.38%
AZL MetWest Total Return Bond Fund
n/a	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	3,110,323.73	11.25%
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	24,253,678.58	87.72%
AZL Mid Cap Index Fund
Class 1	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	5,767,100.24	95.26%
Class 2	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	16,277,373.18	40.64%
Class 2	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	20,632,879.59	51.52%
Class 2	AZL Moderate Index Strategy Fund, a series of the Trust 5701 Golden Hills Drive Minneapolis, MN  55416	2,186,890.71	5.46%
AZL Moderate Index Strategy Fund
n/a	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	39,875,689.95	94.29%
n/a	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	2,415,887.59	5.71%
AZL MSCI Emerging Markets Equity Index Fund
Class 1	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	1,965,133.37	96.24%

Title of Class

Name and Address of Beneficial Owner

Shares Held

Percent of Fund/Class Held

Class 2	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	11,533,265.13	41.11%
Class 2	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	16,014,194.15	57.08%
AZL MSCI Global Equity Index Fund
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	20,759,775.19	98.38%
AZL Russell 1000 Growth Index Fund
Class 1	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	4,446,206.73	93.94%
Class 1	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	286,950.62	6.06%
Class 2	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	30,805,894.35	64.97%
Class 2	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	15,335,869.65	32.34%
AZL Russell 1000 Value Index Fund
Class 1	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	14,515,395.24	91.81%
Class 1	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	1,294,003.54	8.19%
Class 2	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	29,722,781.33	53.17%
Class 2	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	25,019,417.07	44.76%
AZL S&P 500 Index Fund
Class 1	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	3,996,788.98	97.03%
Class 2	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	39,534,619.44	30.26%
Class 2	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	79,760,738.63	61.06%

Title of Class

Name and Address of Beneficial Owner

Shares Held

Percent of Fund/Class Held

Class 2	AZL Moderate Index Strategy Fund, a series of the Trust 5701 Golden Hills Drive Minneapolis, MN  55416	9,335,970.47	7.15%
AZL Small Cap Stock Index Fund
Class 1	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	4,135,718.50	98.37%
Class 2	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	30,666,044.90	60.59%
Class 2	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	16,987,593.29	33.57%
AZL T. Rowe Price Capital Appreciation Fund
n/a	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	28,706,350.63	45.63%
n/a	Allianz Variable Insurance Products Fund of Funds Trust 5701 Golden Hills Drive Minneapolis, MN  55416	33,082,309.23	52.58%

Title of Class

Name and Address of Beneficial Owner

Shares Held

Percent of Fund/Class Held

AZL MVP Fidelity Institutional Asset Management® Multi-Strategy Fund
n/a	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	16,908,328.86	86.91%
n/a	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	2,546,017.44	13.09%
AZL MVP Fusion Balanced Fund
n/a	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	66,406,613.43	90.75%
n/a	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	6,771,050.13	9.25%

Title of Class

Name and Address of Beneficial Owner

Shares Held

Percent of Fund/Class Held

AZL MVP T. Rowe Price Capital Appreciation Plus Fund
n/a	Allianz Life Insurance Company of North America 5701 Golden Hills Drive Minneapolis, MN  55416	84,367,268.32	86.65%
n/a	Allianz Life Insurance Company of New York 1633 Broadway, 42nd Floor New York, NY 10019	12,996,153.35	13.35%

ANNUAL REPORTS OF THE TRUSTS

Upon request, the Trusts will send to you a copy of the most recent annual report and the most recent semi-annual report succeeding the annual report, if any.  Please contact the Trusts by phone at 1-800-624-0197, or by mail at 5701 Golden Hills Drive, Minneapolis, Minnesota 55416, and one will be sent to you, without charge, by first class mail, within three business days.

SHAREHOLDERS WITH THE SAME ADDRESS

The Trusts’ practice is to “household,” or consolidate shareholder mailings of proxy statements to shareholders who share the same address.  This means that a single copy of this proxy statement is sent to the address of record.  If at any time you wish to receive multiple copies of the proxy statement at your address, you may contact the Trusts by phone at 1-800-624-0197, or by mail at 5701 Golden Hills Drive, Minneapolis, Minnesota 55416, and the Trusts will mail additional proxy statements for each of your accounts within 30 days of your request.  You may also contact the Trusts in the same manner and request that you receive a single copy of proxy statements if you are receiving multiple copies at a particular address.

OTHER INFORMATION

The names and addresses of the Trusts’ investment adviser, principal underwriter and administrator are as follows:

SECTION C – Proxy Voting and Shareholder Meeting Information

The Meeting of shareholders of the Funds will be held as specified in the Notice of Special Joint Meeting that accompanies this proxy statement.  As noted above, the Funds issue and sell their shares to certain separate accounts of Allianz Life and Allianz Life of New York. The separate accounts hold shares of mutual funds, including the Funds, which serve as a funding vehicle for Contracts issued by Allianz Life or Allianz Life of NY. In addition, shares of certain Funds also may be held by the Funds of Funds.

APPENDIX B

CHARTER FOR

THE NOMINATING AND CORPORATE GOVERNANCE COMMITTEE

OF

ALLIANZ VARIABLE INSURANCE PRODUCTS TRUST

ALLIANZ VARIABLE INSURANCE PRODUCTS FUND OF FUNDS TRUST

AND

AIM ETF PRODUCTS TRUST

This Charter sets forth the purpose, authority, and responsibilities of the Nominating and Corporate Governance Committee (the “Committee”) of the Boards of Trustees of the Allianz Variable Insurance Products Trust (the “VIP Trust”), the Allianz Variable Insurance Products Fund of Funds Trust (the “FOF Trust”), and the AIM ETF Products Trust (the “ETF Trust”) (collectively, the VIP Trust, the FOF Trust and the ETF Trust are referred to as the “Trusts”).  The Charter will be reviewed by the Committee annually and approved annually by the Boards of Trustees of the Trusts (collectively, the “Board”).

Purpose

The Nominating and Corporate Governance Committee has two primary purposes:  (1) responsibility for the identification and nomination of one or more persons to serve as a member of the Board, and (2) responsibility for corporate governance matters affecting the Trusts, including oversight of the independence and effectiveness of the Board.

Authority

The Committee has been duly established by the Board, and the Trusts will provide the Committee with appropriate resources to discharge its responsibilities effectively.

Composition and Term of Members of the Committee

The Committee shall be composed entirely of persons who are members of the Board who are not “interested persons” of the Trusts (“Independent Trustees”) as defined in Section 2(a)(19) of the Investment Company Act of 1940 (“1940 Act”).  The members of the Board who are members of the Committee are listed in Exhibit A hereto.  The members of the Committee shall designate one or more members to serve as Chair of the Committee.1  The Chair and each member of the Committee shall serve until a successor is appointed.

Meetings

1  For purposes of this Charter, the term “Chair” is intended to mean “Chair or Co-Chair,” and the use of the masculine gender in a pronoun is intended to include the feminine gender.

Responsibilities

Board Nominations and Functions

style.  The members of the Committee may conduct an in-person interview of each viable candidate using a standardized questionnaire.  When all of the viable candidates have been evaluated and interviewed, the Committee shall determine which of the viable candidates should be presented to the Board for selection to become a member of the Board.

Nominations with respect to Other Committees of the Board

Additional Responsibilities of the Chair of the Committee

(a)	Coordinate the Trustees’ evaluation and approval of any person proposed to be designated as CCO;

(b)	Coordinate the Trustees’ response to the resignation of the CCO or to any proposal to remove the CCO;

(c)	Monitor and communicate the Trustees’ assessment of the CCO’s performance in connection with the CCO’s performance review or as otherwise appropriate;

(d)	Request and provide to the Trustees the information necessary or appropriate to assess any proposed changes to the CCO’s compensation;

(e)	Consult with the CCO regarding the annual assessment of the adequacy of compliance policies and procedures and any proposed revisions or additions to the Trusts’ compliance policies, procedures and reports;

(f)	Review any Material Compliance Matter (as defined in Rule 38a-1) that the CCO should report to the Board before their next regular meeting;

(g)	Notify the Board and respond to any report that a person has taken any action to coerce, manipulate, mislead, or fraudulently influence the CCO in the performance of his or her duties; and

(h)	Otherwise consult with the CCO as appropriate.

Retirement Policies

It shall be the policy of the Committee that Independent Trustees will retire from active service on the Board by the end of the year in which they reach their 75th birthday.

Other Powers and Responsibilities

As amended, December 9, 2020.

Exhibit A

Members of the Nominating and Corporate Governance Committee

Peter R. Burnim

Peggy L. Ettestad

Tamara Lynn Fagely

Richard H. Forde

Claire R. Leonardi

Dickson W. Lewis

Jack Gee (with respect to the ETF Trust only)

Chair of the Nominating and Corporate Governance Committee

Dickson W. Lewis

As of December 9, 2020

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