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Virtus Variable Insurance Trust
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Registration Nos. 811-04642 and 33-05033
(Name of Registrant as Specified in Its Charter/Declaration of Trust) |
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N/A
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
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| | Virtus Variable Insurance Trust 100 Pearl Street Hartford, CT 06103 |
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Registration
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Valid Signature
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Corporate Accounts | | | ||
(1)
ABC Corp.
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| | ABC Corp. | |
(2)
ABC Corp.
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| | John Doe, Treasurer | |
(3)
ABC Corp. c/o John Doe, Treasurer
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| | John Doe | |
(4)
ABC Corp. Profit Sharing Plan
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| | John Doe, Trustee | |
Trust Accounts | | | ||
(1)
ABC Trust
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| | Jane B. Doe, Trustee | |
(2)
Jane B. Doe, Trustee u/t/d 12/28/78
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| | 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
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| | John B. Smith, Jr., Executor |
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Series
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Class A Shares
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Class I Shares
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Virtus Capital Growth Series | | | | | 9,512,837.055 | | | |
N/A
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Virtus Growth & Income Series | | | | | 8,211,635.687 | | | |
N/A
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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
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Virtus Strategic Allocation Series | | | | | 9,026,833.527 | | | |
N/A
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Independent Nominees
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Name and Age
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Position with
the Trust |
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Length of
Time Served |
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Principal Occupation(s)
During Past 5 Years |
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Number of
Portfolios in Trust Complex Overseen by Trustee or Nominee |
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Other Directorships Held by
Trustee or Nominee |
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| | Thomas J. Brown 69 |
| | | Trustee; Chairperson of Audit Committee | | | | Served since 2011 | | | | Retired. | | | |
9
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| | | Director (since 2005), VALIC Company Funds (48 portfolios); and Director (since 2010), D’Youville Senior Care Center. | | |
| | Roger A. Gelfenbien 71 |
| | | Trustee | | | | Served since 2000 | | | | Retired. | | | |
9
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| | | Director (since 1999), USAllianz Variable Insurance Product Trust (41 portfolios); and Director (2003 to 2009), Webster Bank. | | |
| | John R. Mallin 64 |
| | | Trustee | | | | Served since 1999 | | | | Partner/Attorney (since 2003), McCarter & English LLP Real Property Practice Group. | | | |
9
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| | | Director (since 2013), Horizon, Inc.; Director and Past President (1996 to 2008), Connecticut River Council, BSA, Inc. | | |
| | Hassell H. McClellan 69 |
| | | Trustee; Chairperson of Investment Performance Committee | | | | Served since 2008 | | | | Retired. Professor (1984 to 2013), Wallace E. Carroll School of Management, Boston College. |
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9
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| | | Trustee, (since 2005), John Hancock Fund Complex (collectively, 234 portfolios); and Director (since 2010), Barnes Group, Inc. (diversified global components manufacturer and logistical services company). | | |
| | Philip R. McLoughlin 68 |
| | | Chairman/ Trustee; Chairman of the Governance and Nominating Committee | | | | Served since 2003 | | | | Partner (2006 to 2010), Cross Pond Partners, LLC (investment management consultant); Partner (2008 to 2010), SeaCap Partners, LLC (strategic advisory firm). | | | |
67
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| | | Director (since 1991) and Chairman (since 2010), World Trust Fund; Chairman (since 2002) and Trustee (since 1989), Virtus Mutual Funds (49 funds); Director (since 1995), closed-end funds managed by Duff & Phelps Investment Management Co. (4 portfolios); Trustee and Chairman (since 2011), Virtus Closed-End Funds (3 portfolios); Director (1985 to 2009), Argo Group International Holdings Inc. and its predecessor, PXRE Corporation (insurance); and Trustee and Chairman (since 2013), Virtus Alternative Solutions Funds (4 portfolios). | | |
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Independent Nominees
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Name and Age
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Position with
the Trust |
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Length of
Time Served |
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Principal Occupation(s)
During Past 5 Years |
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Number of
Portfolios in Trust Complex Overseen by Trustee or Nominee |
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Other Directorships Held by
Trustee or Nominee |
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| | Geraldine M. McNamara 63 |
| | | Nominee | | | | N/A | | | | Retired. | | | |
62
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| | | Trustee (since 2001), Virtus Mutual Funds (49 funds); Director (since 2003), closed-end funds managed by Duff & Phelps Investment Management Co. (4 portfolios). | | |
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Interested Nominee
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| | George R. Aylward1 50 |
| | | Trustee; President | | | | President since 2010; Trustee since 2012 | | | | Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; and various senior officer positions with Virtus affiliates (since 2005). | | | |
65
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| | | Chairman, President and Chief Executive Officer (since 2006), The Zweig Closed-End Funds (2 portfolios); Trustee and President (since 2011), Virtus Closed-End Funds (3 portfolios); Trustee (since 2006), Virtus Mutual Fund Complex (49 portfolios); Director (since 2013), Virtus Global Funds, PLC; and Trustee (since 2013), Virtus Alternative Solutions Funds (4 portfolios). | | |
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Name and Age
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Position with the Trust and
Length of Time Served |
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Principal Occupation(s) During
Past 5 Years |
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Number of
Portfolios in Trust Complex Overseen by Trustee |
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Other
Directorships Held by Trustee |
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| | W. Patrick Bradley 42 |
| | | Senior Vice President (since 2013), Vice President (2011-2013); Chief Financial Officer and Treasurer, since 2004 | | | | Senior Vice President, Fund Services (since 2010), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) with Virtus affiliates; Senior Vice President (since 2013), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2006), Virtus Mutual Fund Complex; Senior Vice President (since 2013), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2011), Virtus Closed-End Funds; Senior Vice President (since 2013), Vice President (2012 to 2013) and Treasurer (Chief Financial Officer) (since 2007), The Zweig Closed-End Funds; Vice President and Assistant Treasurer (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Director (since 2013), Virtus Global Funds, PLC; and Senior Vice President, Chief Financial Officer and Treasurer (since 2013), Virtus Alternative Solutions Funds. | | | | N/A | | | | N/A | | |
| | Jennifer S. Fromm 41 |
| | | Vice President, Chief Legal Officer and Secretary, since 2013 | | | | Assistant Secretary of various Virtus-affiliated open-end funds (since 2008); and Senior Counsel, Legal, Virtus Investment Partners, Inc. and/or certain of its subsidiaries (since 2007); and Vice President, Chief Legal Officer, and Secretary (since 2013), Virtus Alternative Solutions Funds. | | | | N/A | | | | N/A | | |
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Name and Age
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Position with the Trust and
Length of Time Served |
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Principal Occupation(s) During
Past 5 Years |
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Number of
Portfolios in Trust Complex Overseen by Trustee |
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Other
Directorships Held by Trustee |
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| | Nancy J. Engberg 58 |
| | | Vice President, since 2010; Chief Compliance Officer, since 2011 | | | | Vice President (since 2008) and Chief Compliance Officer (2008 to 2011), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2003) with Virtus affiliates; Vice President and Chief Compliance Officer (since 2011), Virtus Mutual Fund Complex; Vice President and Chief Compliance Officer (since 2011), Virtus Closed-End Funds; Vice President and Chief Compliance Officer (since 2012), The Zweig Closed-End Funds; and Vice President and Chief Compliance Officer (since 2013), Virtus Alternative Solutions Funds. | | | | N/A | | | | N/A | | |
| | Francis G. Waltman 52 |
| | | Executive Vice President (since 2013), Senior Vice President (2010 to 2013) | | | | Executive Vice President, Product Development (since 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2013), Senior Vice President (2008 to 2013), Virtus Mutual Fund Complex; Executive Vice President (since 2013), Senior Vice President (2011 to 2013), Virtus Closed-End Funds; Director (since 2013), Virtus Global Funds PLC; and Executive Vice President (since 2013) Virtus Alternative Solutions Funds. | | | | N/A | | | | N/A | | |
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Name
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Aggregate
Compensation From the Trust |
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Pension or
Retirement Benefits Accrued as Part of Trust Expenses |
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Total
Compensation From the Trust Complex Paid to Trustees |
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| | 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 | | | |
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Name of Trustee
or Nominee |
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Dollar Range of
Equity Securities in the Series |
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Aggregate
Dollar Range of Equity Securities in All Funds Overseen by Trustee or Nominee in Family of Investment Companies |
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| | Independent Trustees/Nominees | | | |||||||||||
| | Thomas J. Brown | | | | | | None | | | | | None | | |
| | Roger A. Gelfenbien | | | | | | None | | | | | None | | |
| | John R. Mallin | | | | | | None | | | | | None | | |
| | Hassell H. McClellan | | | | | | None | | | | | None | | |
| | Philip R. McLoughlin | | | | | | None | | | | | Over $100,000 | | |
| | Geraldine M. McNamara | | | | | | None | | | | | Over $100,000 | | |
| | Interested Trustee | | | |||||||||||
| | George R. Aylward | | | | | | None | | | | | Over $100,000 | | |
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2013
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2014
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Audit Fees
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| | | $ | 209,510 | | | | | $ | 209,510 | | |
Audit-Related Fees
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| | | $ | 26,395 | | | | | $ | 41,344 | | |
Tax Fees
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| | | $ | 31,375 | | | | | $ | 30,375 | | |
All Other Fees
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| | | $ | 0 | | | | | $ | 0 | | |
Fiscal Year Ended
December 31 |
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Aggregate Non-Audit
Fees Billed |
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2013
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| | | $ | 434,669 | | |
2014
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| | | $ | 500,176 | | |
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Name and Address
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Name of Series
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Percentage
of Class Outstanding (%) |
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| | Jefferson National Life Insurance Co. C/O Carla Higgs 10350 Ormsby Park Place, Suite 600 Louisville, KY |
| | | Virtus Premium AlphaSector Series/Class A Virtus Real Estate Securities Series/Class A |
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81.89
5.43 |
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| | Lincoln National Life Insurance Company 1300 S. Clinton Street Fort Wayne, IN 46802 |
| | | Virtus Premium AlphaSector Series/Class A Virtus Premium AlphaSector Series/Class I |
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7.27
51.43 |
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| | PHL Variable Insurance Co. PHLVIC C/O Peter Hosner 31 Tech Valley Drive East Greenbush, NY 12061 |
| | | Virtus Capital Growth Series/Class A Virtus Growth & Income Series/Class A Virtus International Series/Class A Virtus Multi-Sector Fixed Income Series/Class A Virtus Real Estate Securities Series/Class A Virtus Small-Cap Growth Series/Class A Virtus Small-Cap Value Series/Class A Virtus Strategic Allocation Series/Class A |
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17.00
47.73 70.79 61.42 60.75 39.05 66.00 18.42 |
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| | Phoenix Life Insurance Co. PLIC C/O Peter Hosner 31 Tech Valley Drive East Greenbush, NY 12061 |
| | | Virtus Capital Growth Series/Class A Virtus Growth & Income Series/Class A Virtus International Series/Class A Virtus Multi-Sector Fixed Income Series/Class A Virtus Real Estate Securities Series/Class A Virtus Small-Cap Growth Series/Class A Virtus Small-Cap Value Series/Class A Virtus Strategic Allocation Series/Class A |
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82.94
51.93 28.25 33.88 32.86 60.82 33.84 81.56 |
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| | Security Benefit Life Variable Annuity Account XIV 5801 SW 6th Avenue Topeka, KS 66636 |
| | | Virtus Premium AlphaSector Series/Class A | | | |
10.63
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| | Symetra Life Insurance Co. Attn: Elizabeth Davis 777 108th Ave NE, Suite 1200 Bellevue WA 98004 |
| | | Virtus Multi-Sector Fixed Income Series/Class I Virtus Premium AlphaSector Series/Class I Virtus Real Estate Securities Series/Class I Virtus Small-Cap Growth Series/Class I |
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54.58
6.20 12.08 51.49 |
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| | Virtus Partners Attn: David G. Hanley 100 Pearl Street, 8th Floor Hartford, CT 06103 |
| | | Virtus International Series/Class I Virtus Multi-Sector Fixed Income Series/Class I Virtus Premium AlphaSector Series/Class I Virtus Real Estate Securities Series/Class I Virtus Small-Cap Growth Series/Class I |
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100.00
45.42 42.37 87.92 48.51 |
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| | | | Name: | | | Jennifer S. Fromm | |
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Vice President, Chief Legal Officer and Secretary
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